I'll Keep Breathing
by laceandotherthings7
Summary: Lydia and Peter knew what was going to happen the moment their eyes locked. They had become tired of fighting the feelings that had contentiously been building up since the moment they met. All they wanted now was to feel some sort of happiness. Even if it's only for a short period of time.
1. Chapter 1

*Authors note: So I decided to delete this story a few months back thinking I would never right for it again, but I changed my mind. The main reason why I decided to delete it in the first place was because I thought that it was absolute shit! After a couple of mouth I realized that I truly did want to continue this story. Now

Chapter 1

Lydia Moore thought she was dreaming when she turned on the morning news and found out what had happened the night before. On the screen before her was a picture of Gwen Stacy with a banner announcing that she had passed away the previous evening due to an unexpected accident. Once she read what the caption said, Lydia focused all her attention on the words that the news anchor was saying.

"Gwendolyn Stacy former graduate of Midtown High unfortunately passed away last night at the clock tower. Police are being quiet about most of the details for now, but it is believed that Miss Stacy had somehow gotten mixed up in the chaos of the battle between Electro and Spiderman. Police have stated that although in an attempt to save her from her fall Spider-Man had been too late."

"Oh my god," Lydia said placing her bowl of oatmeal on the coffee table. Her appetite was completely gone. _This can't be real,_ was the only thought racing through her head.

Lydia wasn't best friends with Gwen by any means, but she did know her. They had a couple of classes together when they were in high school, and Gwen was always there whenever someone needed help. She was just that kind of person and now that has gotten her killed. She wasn't supposed to die like this. They had just graduated! Gwen had a whole life ahead of her. She was supposed to become an amazing scientist and change the world. Start a family, live a long life, and then pass away at a good old age surrounded by the people that loved her. Not this way. Not at the young age of nineteen when her life had barely begun.

Lydia was so consumed in her own thoughts that she didn't realize they were still talking about Gwen. Unable to bear hearing any more details, Lydia grabbed the remote and turned the TV off. She sat on the couch for a while trying to accept and come to terms with everything that had happened but no matter how hard she tried she just couldn't.

Lydia heard a shuffling in the kitchen that pulled her out of her thoughts. Standing from her place on the couch she grabbed the forgotten bowl of oatmeal that had now congealed to throw away.

As she walked into the kitchen she saw her mom getting ready for work. Undoubtedly her mom had to know what happened considering she worked at a hospital. Lydia's thoughts were confirmed when her mother turned around from the kitchen sink and faced her.

"Oh honey," Julia Morgenstern walked up to her daughter and embraced her. As soon as Lydia felt the safety of her mother's arms, Lydia didn't hesitate and wrapped her own around her mother's small frame.

"Gwen's dead," Lydia said robotically, "she's gone."

A simple statement as if she were commenting on the weather. _This doesn't feel real._ She still couldn't fully except that this was reality.

"I know honey," Her mother said hugging her harder.

"It doesn't seem real," Lydia stated. Voicing the thoughts or thought rather that had been circling her mind since she heard the news. Yes Lydia was extremely sad, but she couldn't bring herself to cry even though she felt like she should be. Although she knew Gwen she didn't know her well enough to think she had the right to cry.

"You're in shock," Julia said and with one final squeeze she pulled away from her daughter and continued getting ready for work.

"I just can't believe it happened to her," Lydia said uselessly, standing in the middle of the kitchen as her mom shuffled about.

"I know honey. I know. Look I have to get to the hospital, a lot of people got hurt during the attack, and they need as many hands as they can get. I'll try to get home as soon as I can." She said as she grabbed her purse and stethoscope off of the kitchen table.

"How's Kyle?" Lydia asked her mom. Unlike Lydia, Kyle her little brother knew the Stacy's considering he was Howard Stacy's best friend. Also Gwen had tutored Kyle for about six months to help him bring up his math grade. That was when Lydia mostly talked to Gwen. When she was picking Kyle up from his tutoring sessions. In that time Kyle had developed a little school boy crush on her, which Gwen knew about but never made him feel bad about it. She would never do that. Lydia recalled a conversation that they had one time when she was picking up Kyle,

" _He's a good kid." Gwen said smiling which Lydia quickly returned._

" _Glad you think so! I'm starting to think he likes your family better than his own. He's here all the time. Or maybe it's because he's finally getting some sort of attention from a pretty girl." Lydia smirked as Gwen laughed._

" _He's cute, but slightly too young. Not really interested in going down the cougar path just yet. Maybe in a few years." Gwen joked and this time Lydia laughed._

" _Hey we should get lunch sometime. If you want to of course." Gwen told Lydia._

" _Yeah sometime," Lydia nodded. After a couple more minutes of conversation Lydia and Gwen said their goodbyes. That ended up being the longest conversation she had with Gwen Stacy. Their plans for lunch never happening._

Julia sighed and stared in the direction of Kyle's room. "I don't think he knows yet. He's still asleep." She admitted. A sorrowful expression masked Lydia's face.

"I'll be here," Lydia reassured her mom. Knowing that she was extremely concerned how Kyle would take the news.

"Thank you. Ok sweetheart I really need to get going now I'll be home as soon as I can." Julia said one last time and walked up to her daughter placing a kiss on her forehead before she walked out the front door.

Lydia walked into her room and sat on her bed trying once again to process everything that she had found out in the past fifteen minutes. It was crazy how quickly things can change. It hadn't even been two months since graduation but suddenly now it felt like it had been two years since then.

Not even five minutes after Lydia decided to try and take her mind off it by cleaning her room she heard her phone ring. She walked over to her desk and looked at the caller ID and saw the familiar face of her best friend Mary Jane Watson. With a sigh she swiped open her phone to answer the call.

"Hey MJ," She said into the receiver.

"Have you heard?" MJ asked her.

"Of course I've heard. Who hasn't?" Lydia said as she sat on her bed.

"I can't believe it," MJ stated.

 _You and me both,_ Lydia thought.

MJ continued, "First George now Gwen? Oh god and Peter. I can't even imagine what he's feeling!"

"Oh God Peter," Lydia said placing a hand to her forehead. She had forgotten about Peter Parker. Lydia wasn't one to believe in true love, and she hasn't since her Dad left her Mom after Kyle was born, but if true love were real Gwen and Peter were the epitome of it. Everyone could see it. From the way they looked at each other when they thought no one was looking. Hell even when people were looking. The amount of love and devotion that they were able to give each other in one simple look could make anyone envious. It also showed in the way they talked about one another. Gwen and Peter built each other up. They were always there for one another no matter what. By the end of the year some people had started making bets on when the two would get married! Lydia's heart broke slightly knowing that now that idea was only a fantasy.

"Have you seen him at all today?" Lydia asked MJ since she and Peter have been neighbors since they were kids.

"No, but I think I'll try to stop by later and see how he is. If he wants to see anyone." MJ told her.

They talked a bit more, but Lydia ended the conversation as soon as she heard a knock on her bedroom door. There was only one person it could be. She got up and opened the door and was greeted by her brother's grief ridden face. Without any words exchanged she pulled him into a hug. It took him a second to respond but he eventually did. She felt Kyle place his head on her shoulder. Although he was a couple years younger he was already a good four inches taller than her with her being five foot five inches.

"I'm so sorry Kyle." She told him. She felt him nod into her shoulder and after a moment he pulled away.

"Howard called and he asked if I'd go over. I'm going to head out alright." He said.

"Okay," Lydia said with a slight nod. She was a little hesitant to let him go. Lydia was unsure if this was the best idea, but she figured if Howard needed him he should be there.

"I'll be back later," With that Kyle turned and walked towards the front door. Once she heard the door shut she returned to her bed. As she lied there all she could do was wish that this was all just a horrible nightmare and that she would wake up. Deep down though she knew no matter how much she wished it wasn't going to come true.

* * *

Gwen's funeral was held a few days later. The last time Lydia was at a funeral she had been eight, and it wasn't nearly as painful as this. Everywhere she looked someone was crying and it wasn't just silent crying either. No, this was the type of crying were your whole body shook from the force of your sobs as if they were trying to rip open your body. Lydia turned her head to the right and glanced over at the rest of Gwen's family. Her three brothers and mother looked so broken. Her heart went out to them. In one year they had lost two members of their family. Kyle was over by Howard's side of course with a hand on his shoulder in an attempt to comfort him.

"This is terrible," Lydia looked over to her left upon hearing her best friends comment. MJ has never been good at dealing with emotions. She can act them out of course with her wanting to pursue an acting career, but actually dealing with them? She avoids it like the plague.

"I know," Lydia replied turning back to face the casket that held Gwen's body. She couldn't look long though. Knowing that Gwen's lifeless body was in there and would soon be underground never to be seen again. She began to scan the rest of the people who attended the funeral. Finally her eyes locked on him, Peter, he looked absolutely defeated. He was just staring at the ground with his head bowed as if he was crying, but with closer inspection Lydia could see he wasn't.

 _He is probably too stricken by grieve to even cry_. _Or maybe he has cried so much the past few days he can't even produce more tears even if he tried to._ Lydia thought and suddenly she felt the urge to go over there and comfort him. As if Peter felt someone staring at him he raised his head and his brown eyes locked with her blue ones. Lydia wasn't embarrassed that he had caught her staring. She wasn't feeling anything but concern for him. It wasn't like she had other thoughts on her mind and was ogling him. She wouldn't do that considering he just lost the girl he loved. Peter looked at her for a few seconds before resuming the position he was in before. Head bowed and staring at the ground. A moment after Peter looked away Lydia did the same and turned to MJ and asked "Did you see Peter at all?"

She shook her head, "I tried, but his Aunt answered and said that he really wasn't up for any visitors." Lydia nodded her head at that and tried to focus her attention once again on the casket.

The funeral ended with a couple people paying their respects to Gwen. Sharing stories about how she changed them or helped them in some way. Lydia expected Peter to say something, but he didn't.

Kyle was going to go back with the Stacy's and her mom had left a few minutes ago, so there were only a few people left.

"We should get going. We have to finish packing." MJ said lightly touching Lydia's arm to get her attention. She and MJ were going to be leaving for college in a few weeks and they had decided to get a head start on getting everything situated.

Lydia looked over at Peter again. He had his head tilted towards his Aunt as she whispered something in his ear. He slightly nodded at whatever she had said and with one final touch to his arm she turned around and started heading in the direction of the parking lot. When she was gone Peter turned his gaze from the ground and focused on the casket in front of him.

"One second," She told MJ and then made her way over to where Peter was standing. Lydia could faintly hear the beginning of MJ asking her what she was doing, but she ignored her and continued walking towards Peter. When she finally did reach were Peter was standing he didn't even look at her. It was only him and the casket. Lydia stood there awkwardly for a moment to see if he would react, but when he wouldn't she called out his name to try and gain his attention that way.

"Peter?" He looked at her then, but the movement was so slow it was like he was moving through molasses.

"Lydia," He stated. The hurt and sadness that she saw in his eyes practically took her breath away and made her own heart break. _Dead man walking_ , that's all Lydia could think as she stared into his sorrow filled eyes. _He looks like a dead man walking._

Something that Lydia has never told anyone, not even MJ was back in elementary school she had a slight crush on Peter Parker. It had eventually faded as she got older, but she still cares about him in a completely platonic way. But just like a first love it's hard to forget your first crush. As time went by that crush turned into a minor friendship. They had been lab partners back in chemistry class sophomore year. He did most of the work, but they became friends then. Not close friends, but friends none the less.

Without fully processing what she was doing Lydia closed the distance between then and wrapped her arms around him and gave him a light squeeze. She could physically feel him stiffen in her arms.

"I'm _so_ sorry, Peter," She told him. He never returned the hug, and she didn't expect him to.

After a couple seconds she pulled away and put some distance between them to give him some space. He just looked at her with his brown eyes full of pain. It took everything in her to not avert her gaze because the grief held in his eyes was so overwhelming. He slightly nodded as a way of acknowledging his thanks at her attempt to comfort him.

"You have people here for you if you need to talk or anything." He nodded again and she knew he was wanting to be alone now, so with one final touch to his arm and a sad smile she turned around and walked back to MJ.

"Ok. We can go now," Lydia said to MJ.

As the girls made their way back home Lydia's mind was preoccupied with thoughts of Peter and how she hoped and prayed that somehow he would be able to move past this.


	2. Chapter 2

Chapter 2

It's been three months since Gwen's funeral, and there has been no sightings of Spider-Man. Criminals have noticed the missing vigilante and relished every second of it, taking their crimes to a whole new level. It started out slow, but offenders quickly became more comfortable and seemed to have gained more confidence now that the masked hero wouldn't be there to stop them. It's like the death of Gwen also meant the death of Spider-Man.

Turns out Gwen and Spider-Man had effectively defeated Electro, but there was someone else there that night. News reporters are calling him the Green Goblin, and this monster had thrown Gwen off the clock tower leading her to her ultimate demise. Neither the Green Goblin nor Spider-man have been seen since that night. Reporters are explaining Spider-Man's disappearance on speculations that he is blaming himself for Gwen's death. Lydia would be lying if she said she hadn't blamed him at one time. If he had been more cautious then Gwen's neck wouldn't have snapped, and she would still be alive.

When Lydia starts to think these thoughts she takes a deep breath, and tells herself that it's not Spider- Man's fault. He did all he could, and she really has no place to judge because she wasn't there, and she didn't know the situation they were placed in.

Since the funeral Lydia's life has changed as well. She had moved into her shared apartment with MJ. It was a small but cozy place, and was perfect for the two of them. When they could refurnish it.

Although they lived together they barely saw each other. Both of the girls were so busy with school and their jobs that they would come home exchange some pleasantries and go straight to bed. Lydia and MJ jumped at every opportunity they had at having a little bit of girl time. Luckily for them Thanksgiving was in a few days and they were on break.

The girls were sitting on their beat up couch sharing a pint of Ben and Jerry's Half Baked ice cream catching up on each other's lives. MJ told Lydia about some of the auditions that she had booked and how no one from those auditions have gotten back to her. Lydia explained how she hates her new job at the coffee house downtown and how the late hours weren't helping with school. MJ was just beginning a long story about this cute boy in her Math Class when something on the TV caught Lydia's eye.

"Oh God," She said putting her spoon down and replaced it with the remote to turn the volume up.

"A little boy wearing what appears to be a Spider-man costume has just confronted this," The news reporter urgently tried to search for the right words, "metal _monster_."

MJ chuckled, "That was eloquently put," Lydia just motioned with her hand for her to be quiet.

Lydia and MJ could hear the cries of a women saying, "That's my son! Let me go! That's my SON!"

"Dear God. What the hell is this kid thinking?" MJ said with concern lacing her voice.

"Where the hell is Spider-man," Lydia exclaimed. _He wouldn't let this kid get hurt would he,_ "This little kid is going to get hurt."

"Well no shit," MJ said dipping her spoon in the ice cream and bringing it back up to her mouth.

"What's that?" The news reporter asked looking over her shoulder.

She turned back to the camera with a hopeful smile gracing her face, "Spider-man has decided that this will be the day he returns!" She said excitedly as the camera cut over to the scene to show Spider-man safely returning the boy back to his mom.

"Oh thank God," Lydia couldn't even hide the relief that creeped its way into her voice.

Deep down she knew someday Spider-man would be back, she just didn't know when.

With that the news anchor said they would be back to inform everyone what happens, but as of right now they needed to leave the scene because undoubtedly things were going to get messy.

"I wonder what he looks like," MJ pondered placing her spoon on the small chest that served as their coffee table.

"A little boy could have died and you're wondering if Spider-man is cute or not?" Lydia asked her best friend incredulously.

* * *

With a shrug of her shoulders MJ said, "Hey you can't blame a girl," All Lydia could do was just roll her eyes and smile.

Spider-man is here to stay, or at least that's what Lydia assumes. Over the past week he has been extremely active. Throwing himself back into fighting crime as if these past couple of months didn't happen.

MJ and Lydia have finally completed decorating their apartment with the help of Lydia's mom and Kyle.

"This is great," Lydia stated as she finished hanging the last picture on the living room wall.

"Right? Finally feels like a home," MJ replied taking a sip of her lemonade.

The place that they moved into was anything but luxurious. In fact it was the complete opposite. It was rundown with discolored walls. Cockroaches invested the cabinets, but that was taken care of now. Lydia swore that the previous owners didn't bother cleaning the place up ever. Julia had begged them not to move in this "shit hole" as she so kindly called their future home. Julia even told MJ that if things were getting to bad at home she could move in with them. After politely declining the offer Lydia and MJ insisted that they were ready to move out and unfortunately for them this rundown apartment was all they could afford.

"Can you remember what this place looked like before?" MJ asked as Lydia sat on the couch next to her.

"No. Even if I could though I wouldn't want to anyway," Lydia said before taking a sip of her water.

"Well now when we invite boys over it won't look like we are bringing them to a drug house," MJ stated with a wiggle of her brows.

"You mean when _you_ bring boys over. And when that happens you bet your ass I'll be out." Lydia stated.

"Oh come on Lydia! You haven't had a boyfriend since sophomore year of high school! We've been in college for almost four months and you're meaning to tell me no one has caught your eye? It's about time you get into the dating game again." As much as Lydia loved MJ this was one aspect of her that she couldn't stand. Lydia forgot the last time MJ was single for more than a month. It always seemed like MJ had a new boy on her arm not even five minutes the last one left. She was always constantly pushing for Lydia to find someone new since her six month relationship ended with her ex-boyfriend Michael Holloway, and that was almost three years ago, so Lydia has been hearing this for quite a while.

"MJ I don't need a boyfriend. I like being single! And besides you know my view on love and all that. Being in a relationship would just cause unnecessary drama that I don't need." Lydia said trying to end the conversation. MJ continued on anyway.

"Not all relationships are full of drama Lydia. Sometimes it's just nice to have someone to be there for you," MJ said.

"I have you," She smiled at her friend.

MJ sighed, "That's not what I meant," before she could continue though Lydia looked at her watch and saw the time.

"I hate to cut this short MJ, but I need to get ready for work." She stood up and began to walk towards her bedroom to get changed into her café uniform.

Luckily Lydia had managed to find a job in a small hipster type café a week before moving. Since it was a new place she easily got the job. Unfortunately for her that meant a thirty minute subway ride, plus an additional twenty minute walk.

Once she was dressed in her black pants and blue shirt Lydia grabbed her purse from the hook by the door and turned to tell MJ not to wait for her for dinner.

* * *

The subway was cramped as usual but Lydia successfully made it to her destination even though she had to walk the last two blocks.

She walked into the little café and smiled at her coworkers Amy and Nathan.

"Hey," Lydia said walking behind the counter and put on her apron.

"Hi. Can you make some fresh coffee please?" Amy asked as she cleaned the counter.

"Yeah no problem. So how's today been?" She asked and started making a fresh batch of coffee.

"Boring. Barely anyone has come in." Nathan said inspecting his nails.

"Oh," Lydia was slightly taken aback at the annoyed tone he had. She quickly rolled it off and took the band that was around her wrist to put her golden blonde hair in a messy bun as the coffee brewed. It tends to get extremely hot in the little café. Especially with the coffee makers and ovens running.

"And we have the late shift," Amy whined, "I wouldn't expect anyone to come in. More coffee for us!"

Amy was right. Most of the night nobody came in except for two people, and that was around 6:20. It wasn't until 9:30 when Lydia heard the bell on the door ring indicating another customer walked in. She was currently in the café alone at the moment, Nathan and Amy were on a smoke break. Lydia looked up from examining her chipped red nails and smiled at the person who just walked in only to realize it was Peter Parker.

Her smile wavered a bit. She hadn't seen him since Gwen's funeral. As much as she hated to admit this her mind has been so preoccupied with moving and college that she had barely thought of him.

"Hey Peter! What can I get for you?" Lydia asked him as cheerfully as possible without sounding to sweet. When he got closer to the counter she took in his appearance. He looked even more ragged than normal. He had deep dark circles under his eyes as if he wasn't sleeping much. She also noticed that he had slight bruises on the side of his face and a split lip that was starting to heal.

Lydia's smile was completely gone and as he was saying "Hey Lydia," she was asking him, "What happened?"

"What?" He asked.

"Your face?" She asked gesturing towards her own for emphasis.

"Oh! Um, I was mugged," He simply stated shrugging his shoulders. She was slightly suspicious by his answer. Not by the answer itself. People tend to get mugged quite a bit in New York. It was just his body language didn't seem to match up with his tone. He was too fidgety for her liking. But she decided to drop it and not question him any further.

"Oh I hope you're ok," She said with concern.

"I'm fine."

 _Physically? Maybe. Emotionally? Not so much._ Lydia thought. For lack of a better term Peter still looks like a dead man walking. When Gwen died she took some part of him with her. He was just going through the motions of life it seemed.

Lydia nodded her head at his answer. "So what can I get you?" She asked him again. He looked behind Lydia towards the menu that hung above her head.

"Just a plain coffee please," He said and took his wallet out of his back pocket. He pulled out a five and a few singles to pay for his overpriced drink.

As Lydia was pouring the coffee she attempted to make conversation.

"So are you in college or are you taking a year off?" She asked him simultaneously placing the lid onto the cup.

"No, I'm in school. I thought about taking a break but," He said letting the short lived conversation trail off. He didn't need to finish. Lydia knew what he was going to say. That Gwen wouldn't want that.

"Cool. So where're you going?" She rang up the coffee and he handed her the money to pay. As Lydia was grabbing the bills her fingers brushed against his slightly.

"Empire State," at his response she looked up from placing the money in the cash register.

"No way? Me too! I'm surprised I haven't seen you." Lydia smiled as she handed him his coffee and change.

"It's a big school, but I've seen you around," he said.

"What?" She was mortified by the fact that he's been there the entire time and has seen her but she was so consumed in her own little world she hasn't seen him.

"Why didn't you say something?" Peter just shrugged.

"You looked busy." He attempted to smile.

"Yeah," she said as she handed him the rest of his change.

He grabbed his change and coffee from the counter and turned to leave. When he was about to walk out the door Lydia called his name,

"Peter?" He turned around to look at her. She didn't know exactly what she wanted to say. She took a deep breath.

"I hope, be safe ok," she settled on that.

"Bye Lydia." Peter said and made his way out the door.

* * *

Lydia didn't get off of work until 11:30. She had to lock up since Nathan and Amy ended up leaving 30 minutes ago. Lydia has always felt a little uneasy being out at this time of night especially because of the area she was in.

Once she locked up the café doors she began the two block walk to the subway station. Not even 6 minutes later she felt like someone was watching her. Not slowing her pace but as surreptitiously as possible she glanced over her shoulder and sure enough someone was following her.

"Damn it," she mumbled under her breath trying to act natural. If she could just make it to the subway station she should be fine.

Behind her she heard the footsteps pick up their pace. She did the same with her own.

When she was passing an alley she felt someone place a hand over her mouth and another around her waist. She attempted to scream as they dragged her into the darkened alley but it was useless considering they were muffled by the hand.

Her back was slammed hard into the brick of the building. Her head banged against it as well and she knew there was going to be a bump there later.

"Hello," the captor said in a slimy voice. She felt a cool blade press against her throat. Lydia gulped and could feel tears prickle in the corners of her eyes.

"I'll remove my hand but you better promise not to scream," he said pressing the knife a little harder against her throat. Lydia nodded her agreement and the disgusting man removed his hand.

"I'll give you all the money I have just don't hurt me please." Lydia hated how pathetic she sounded. So weak and vulnerable.

The man gave her a demented smile and grabbed her upper arm roughly. It was sure to bruise later.

"I don't want your money sweetheart," Lydia's eyes grew even wider when she finally realized what he was talking about.

"Oh God! Please no!" She was crying now. Her vision blurred with tears as she was trying to pull away from the man but he was dragging her deeper into the alley.

"Stop struggling or it will be worse for you," he said pulling her roughly.

"Please stop. You don't have to do this," she said after a sob.

"Shut up bitch," he never got to finish his sentence because he was interrupted by a voice that criminals like him had grown to fear.

"Hey man! I don't think she's interested. _I_ personally don't understand why. I'm sure you're a charmer!" Lydia looked up to where the voice was coming from and saw Spider-Man hanging on the side of the wall. He jumped down and landed gracefully right in front of her and her captor.

The creep ended up pulling Lydia in front of him bringing up his left hand and placing the knife back to her throat.

"You think I'm afraid of you? You haven't been around for months. We run the streets now! Come any closer and blondie gets a new smile." Lydia slammed her eyes shut and tried to control her breathing.

"Oh a knife! I haven't seen that one before! You got me! I'm defeated!" Spider-Man exclaimed raising his hands in mock surrender. Lydia opened her eyes and gave him an incredulous look. She had a knife to her throat and he decided sarcasm was a good way to go about this.

"That's right. Now let me and my lady be on our marry way." The creep said and Lydia cringed at the way he called her his lady. She looked to Spider-Man and was shocked to see him move to the left out of the man's way.

"Oh of course by all means," he said gesturing for him to move further down the alley.

 _What the fuck is this?_ Lydia thought as she looked at Spider-Man.

"Good. Now walk," the creep said to her making sure she was still in front of him. Lydia was determined to keep as much dignity as she could and this time only silent tears escaped her eyes. When she walked past Spider-Man she saw the slightest nod of his head. This caused her to furrow her brows and look at him with a confused expression. Apparently her walk slowed and this pissed off the man and he pushed and yelled at her to keep walking. Not even two seconds after he said this she felt the knife move away from her throat and heard a slight scuffle. By the time she turned around she saw the man webbed to the wall and Spider-man standing in front of him.

"FYI man you don't run these streets. The fact that you actually thought you had the upper hand in this situation is hysterical!" He turned to look at Lydia and asked her a question.

"Can I use your phone?" With a nod she reached into her purse. She pulled out her phone and unlocked it before handing it to him. He grabbed it from her outstretched hand and quickly dialed a number.

"Hey guys it's your friendly neighborhood Spider-Man here," Lydia assumed he was on the phone with the police but the conversation he was having with them was the furthest thing from her mind. She was in awe. Yes, she has seen Spider-Man on the news and sometimes swinging from buildings in the city but never this close. It took her a minute to realize he was handing her back her phone. She shook her head to clear it and grabbed the phone from his hand, and then she suddenly became slightly pissed. Yes she was in awe, but she was upset that he had just let her think he was going to let that guy do God knows what to her.

"What the fuck was that?" She exclaimed as she walked past him. This reaction seemed to have caught him off guard.

"Excuse me? I just saved you from a very bad situation. A thank you would be nice," He said following her. She quickly turned around and he wasn't expecting the sudden movement so he accidentally walked into her. The collision of their bodies ended up knocking her off balance but he studied her by placing his hands on her shoulders and quickly released her when he was certain she wasn't going to fall over. He was much taller than her so Lydia backed up and tilted her head to look at his masked face.

"Yeah, after you let me think you were just going to abandon me. Sure, thanks!" Lydia glared at him. She could practically feel Spider-Man's eye roll.

"You honestly think I would do that?" He looked down at her. Lydia had to admit after putting in more thought she felt kind of dumb for thinking that he would do that. He's not a bad person. He's here to save people. She looked to the ground and chewed at her bottom lip. Finally when she pushed the embarrassment down and looked up at him she felt a blush rise in her cheeks.

"No. Sorry. Thank you for saving me," with that and what little pride she had left she turned around and headed toward the opening of the alley. She wasn't expecting Spider-Man to follow her but he did.

"Whoa where are you going?" She turned at his question. This time they didn't knock into each other.

"The Subway. To go home," She explained.

"It's late," Spider-Man stated the obvious.

"Yeah but that's the only way I can get home." Lydia didn't understand why he was holding her up. This conversation was only going to make the trip longer for her.

"I could take you home. Actually I insist," Lydia just looked at him and couldn't help laughing.

"How? It's not like you have a Spider mobile waiting around the corner. " She asked and at this comment he just tilted his head as if to say are you serious.

"I actually have a quicker and more effective way of getting around the city. In case you forgot I am Spider-Man," he said.

Then it finally clicked and her giggles subsided.

"What? Swing from buildings? Yeah, no thank you. Not a fan of heights," she said.

"I won't let you fall," Spider-Man said the joking tone in his voice gone. Lydia stood there staring at the man in red and blue spandex. Of course she ended up relenting to his request because if Spider-Man offers to take you home who says no?

She really wasn't sure where to place her hands to get a good grip without making this awkward, and he could clearly see that so he pulled her closer by the waist. He then grabbed her arms and wrapped them around his neck.

"Hold on tight and don't look down." Spider-Man said and then they were off.

Lydia couldn't help the little sound that escaped her throat as they were propelled through the air. She kept her eyes shut until she got used to the feeling of swinging in the air.

Once she got comfortable enough she eventually opened her eyes and took in her surroundings.

"Wow," was all she could say. She heard Spider-Man give a slight chuckle. She couldn't believe it. Here she was saved by Spider-Man and now getting a "ride" home from him through the city. It then hit her that she hasn't given him her address yet.

Once she did they were there within 5 minutes. Gracefully Spider-Man landed them in front of her apartment building. She let go of him and smiled.

"Thanks for saving me and taking me home. And sorry I acted like a bitch earlier."

"Hey it was no problem," he said with a slight shake of his head. After he said this they both heard the sounds of sirens in the distance and turned their heads toward the general direction they were coming from. Lydia turned back to him.

"You should go see what that's all about." She said and he nodded in a way that she would become all too familiar with.

"Yeah I probably should. Have a goodnight. Also have a good Thanksgiving! Eat lots of pie!" He said and she laughed.

"You too," she smiled at him on last time.

With that he was off, swinging from building to building to go stop the next crime. Lydia stayed outside her apartment building only going inside when he made a left turn and the buildings cut off her view of him.

* * *

"So what exactly," MJ began to ask the question that she has asked every five minutes on the dot. Lydia was so sick of hearing the same question that was in regards to last night's events that she immediately cut MJ off.

"NO! No more MJ! You know what happened. I've told you about 20 times since we woke up." Lydia said as she was packing a change of clothes in her overnight bag. It was the day before Thanksgiving and she and MJ were going to be leaving for her mother's house in about fifteen minutes.

"Well that's a bit of an exaggeration." MJ mumbled as she crossed her arms over her chest. "What did it feel like?" Lydia rolled her eyes in annoyance. Clearly MJ wasn't ready for the conversation to be over.

"What did what feel like?" She asked with slight irritation. MJ gave her a dumbfounded look then elaborated on her previous question.

"To be in Spider-Man's arms?! What did _that_ feel like?!" MJ exclaimed raising her arms in the air.

"It didn't feel like anything. Besides I was more focused on not slipping and becoming a pancake on the streets of New York." Lydia said looking for a more "formal" dress to wear for Thanksgiving.

"Hmm," was MJ's reply.

"What?" Now it was Lydia's turn to question.

"Oh! Nothing!" MJ said with a persistent shake of her head. Lydia could clearly tell that something else was on MJ's mind, but she was over this conversation and wasn't going to give MJ a reason to continue.

"Hey don't forget to bring a more formal dress for Thanksgiving." Lydia reminded her.

"Don't worry about it. I have it packed. Can you tell me why we have to dress formal again?" MJ asked as she took a seat on Lydia's bed.

Normally Thanksgiving is just her, MJ, her mom, and Kyle but Lydia got a phone call this morning from her mom. Julia had said that they would be having company this year and she thought that they should exchange their usual sweatpants and tee-shirts for something a little more presentable.

Lydia shrugged and put a dark purple skater dress into her bag. "She said that we are having company this year." She made her way over to her dresser and began the tedious search for her black thigh high knit stockings.

"Company? Who?" MJ asked with genuine curiosity.

With a triumphant "aha!" Lydia pulled out the socks and tossed those in her bag as well. She thought back to her conversation with her mom but couldn't recall her saying who exactly was coming.

"I don't know. All she said was she invited a friend from the hospital and her family and that was it." Lydia finished putting the last remaining things she needed to take in her bag and zipped it up.

"I'll ask when we get there. Speaking of which…" MJ said looking at the clock on Lydia's bedside table. "We should probably go now if we want to make it to your mom's by seven." MJ said standing up.

"Yeah. Go get your stuff and we'll get going. I'm all done here." Lydia said as she grabbed her purse and slipped on her Uggs.

Once they had gathered all their things, and made sure the apartment was locked they made their way to the subway.

* * *

MJ and Lydia had made it just in time for dinner. It wasn't a feast or anything. They were saving that for tomorrow. Julia had ordered a Pizza saying she just wanted something quick and easy.

Everyone had finished eating about fifteen minutes ago and went their respective ways. Kyle was currently in his room. Lydia and MJ were helping Julia begin some of the courses that would be served tomorrow. Well more so watching and talking than anything else. Julia appreciated it though. It was better than sitting alone in a steamy kitchen. At least she had the girls to keep her entertained.

Lydia had just finished telling her mother a story about this absurd drunk man that came into the café the other day claiming it was a liquor store when MJ asked the question that has been on her mind.

"So who is it that we all have to dress up for tomorrow?" MJ asked before taking a sip of the hot chocolate Julia made.

"Oh! I thought I told Lydia." Lydia shook her head no.

"May and Peter Parker." Both MJ and Lydia's eyes widened at this new information.

"I figured it would be good for them. With everything that's happened in the past year," Julia went on to explain, "May seemed to think it was a good idea." Julia finished.

Lydia and MJ looked at each other and shrugged.

"Yeah I think it could be." Lydia reassured her mom that it was a good idea.

"Definitely." MJ agreed.

They stayed up a little longer but both MJ and Lydia were so tired that they eventually went up to Lydia's room.

Only when they were settled in and wrapped up in the warm blankets did MJ voice her thoughts.

"Well tomorrow should be interesting." She said snuggling deeper under the covers.

"I saw Peter yesterday. He came into the shop." Lydia commented.

"Really? How did he seem?" MJ asked.

"Ok. I guess." Lydia recalled the bruises and split lip.

"I'm still upset that we can't wear sweats tomorrow." MJ smiled.

Lydia laughed. "Get over it."

With that both of them drifted off into a dreamless sleep.

* * *

Lydia was just straightening out the skirt of her dress before she looked into the full length mirror on the back of her door. When she turned around to examine the almost finished look she had to admit she looked presentable.

Lydia wasn't someone people would consider ugly but they definitely wouldn't consider her drop dead gorgeous either. She was average. Her golden blonde hair hung in loose curls that just passed her shoulder blades. Her nose was slightly too big for her face making her self-conscious of her profile. She tended to smile without showing her teeth because that only seemed to accentuate the size more. Her pink toned skin was almost blemish free but she did get the occasionally spot here and there. If anything her favorite facial feature was her eyes. They were a deep blue color that sometimes looked grey. Lydia moved her gaze from her face to her overall body. Lydia was more on the curvier side of the spectrum with fuller breast and wide hips. She also wasn't exactly the most toned person out there. She didn't have the hard flat stomach that all girls dreamed of. In fact she had a softer tummy and her thighs touched but she was ok with that. Lydia wasn't perfect, but she liked that about herself. Her imperfections are what made her anything close to special.

Lydia had just finished pulling on her knit stockings when she heard her mother loudly exclaim from the kitchen.

"The pie! Oh no! It's not Thanksgiving if we don't have pie!" Lydia tried to hold back her laughter as she made her way down the stairs towards the kitchen.

She saw Kyle and MJ seeming to be in the same position she was in. Both of them were biting their lip and silently chuckling.

"What's going on?" Lydia asked Kyle as she stared at her mother who was erratically having a dish cloth over something that was steaming. This only made it harder not to laugh as she looked like a mad women. Arm flailing and hair flopping around everywhere.

"Mom burnt the pie." Kyle said and couldn't contain his composure anymore. His laugh triggered MJ and Lydia and now all three of the teens were laughing.

"Don't you kids dare laugh at me," Julia halfheartedly said, "It's not Thanksgiving without the pie…" She pouted. This caused Lydia to laugh even harder.

"Mom don't worry. I'll just run down to the store really quick and pick one up." She said wiping tears from her eyes.

"Thank you honey," Julia went up to her daughter and gave her a hug.

"It's just pie." Lydia said making her way over to the coat rack to get her coat.

As she was slipping into her black ankle boots she asked what kind of pie to get.

"Pumpkin. And whip cream." Her mom said but Kyle decided to put in his two cents.

"Cherry. Pumpkin is crap." This lead to a five minute discussion between the two of them on which pie to get. Lydia soon got tired of the conversation and cut them off.

"I'm getting whatever. I'll be back in a bit." With that she was out the door.

The walk to the grocery store took no longer than ten minutes. Once she got there to her relief it wasn't crowded and she made a beeline towards the bakery section. When she got in the general area she could see the familiar outline of someone who was also by the pies. With a smile she walked over and stood next to him.

"Really Parker? Store bought pie?" Lydia playfully asked Peter. He looked up at her and when he realized who it was he gave her a slight smile.

"Yeah. Aunt May thinks that we shouldn't turn up empty handed so here I am." He said looking back at the pies.

"Here you are. You don't have to worry about it though. I got the pie covered." She said and held up a cherry pie and pumpkin pie trying to make a decision. She must have been looking at the pies intensely because Peter decided to comment.

"For someone who's got this you are sure taking quite a while to decide," Lydia looked up at him.

"I tend to take pie's very seriously Peter. Pumpkin," She held up the pie in front of his face, "or cherry," the cherry took the place of the pumpkin, "very important."

To Lydia's utter surprise Peter cracked a genuine smile and grabbed the cherry pie from her hand.

"Problem solved," he smiled.

"That's one way of doing it," Lydia agreed, "but seriously you don't have to bring anything."

"Nah its fine. Besides if I don't come home with something Aunt May will have my ass. I'd rather just get the damn thing," Peter shook the container slightly.

 _Always so fidgety._ Lydia thought.

"Okay. Suit yourself," Lydia said with a shrug of her shoulders.

Peter and Lydia walked to the check out together. Neither of them tried to make small talk and Lydia was actually surprised by how comfortable the silence was. It wasn't awkward like she assumed it would be, but it felt surprisingly natural.

When they went into a line they were greeted by a middle aged women who was rather cheerful despite the fact she was working on a holiday.

Peter let Lydia check out first, and when she was done instead of walking out she decided to wait for him. They walked out of the store together and didn't talk until it was time for them to go their separate ways.

"So I'll see you," Lydia looked at her watch to see what time it was, "in about an hour."

He nodded, "Yeah."

"Okay," she smiled.

"Right," neither one of them seemed to know how to end the conversation.

"I'll see you,"

"Later."

Lydia couldn't help but laugh at the awkward turn this conversation had taken. They were just saying bye!

"Bye Peter," Lydia said.

As Lydia was walking home she couldn't help thinking about Peter. He made her feel different. Nervous and giddy. It reminded her of the time she had a crush on him in elementary school. Upon thinking this Lydia stopped in her tracks.

 _You've got to be kidding me._ She thought. Lydia looked behind her in the direction Peter had gone. _I'm over it._ She tried to reassure herself. She does not still have a crush on Peter Parker! She doesn't! Right?

Lydia shook her head in an attempt to clear it and kept walking.

As for Peter his thoughts were a mess. He had feelings of guilt. As if he was betraying Gwen somehow for feeling something other than sadness. On the other hand though he felt slightly better. In the few minutes he spent with Lydia he had managed to forget the sadness for a moment. He wasn't consumed by it. It was there like a dull ache but it was manageable. She had managed to spread some sort of calm over him. Some type of peace. He hadn't wanted to say goodbye. Just so he could feel it for a little while longer. Then he had wanted to kick himself, because he had made a promise to himself and Gwen that he would never burden someone with the life he lead again. But if anything there was anything Peter was famous for, it was breaking his promises.

"I'm so fucked." Peter said before opening the door to his house.

Chapter Two revised done! Sorry for the wait but I've been busy with school and all that fun stuff. Tell me what you think!


	3. Chapter 3

Chapter 3

"Thank you so much for inviting us Julia," May Parker said from the head of the table.

May and Peter had arrived exactly twenty minutes ago and Lydia would be lying if she said that everything was going smoothly. No one seemed to know what to talk about. Julia and May took to most of the talking while Peter, MJ, Lydia and Kyle just sat quietly eating their food. The only exchange between the four were quick greetings and Kyle praising Peter for bringing "good" pie. Other than that no one really talked. Attempts were made of course thanks to May and Julia. They had tried to get everyone to join in on conversation it just didn't work. Lydia had no doubt it had to do with the past months recent events.

Every time Lydia looked to her mom she could see the stress emanating from her eyes. Lydia had always hated seeing her mom struggle. With anything. It wasn't a new phenomenon either with Julia, considering she was a single mom. Lydia is always there to help her in some way and this situation would be no different.

"Hey you know that internship I talked to you about?" She addressed her mom before taking a bite of turkey.

"Oh yes! What about it sweetheart?" Julia asked. Some of the stress dissipated and was replaced with relief.

"I'm pretty sure I got it. I got a call from them the other day." Lydia nodded.

"That's great sweetheart!" Julia said reaching over, grabbing Lydia's left hand and gave it a light squeeze.

"Where are you interning?" Lydia turned her head to the right to look at May.

"Oscorp." Peter who had his gaze set on his fourth helping of food was now staring intently at Lydia.

"Oscorp?" He spat out the word, but upon seeing the look on his Aunts face he cleared his throat.

"Yeah," Lydia didn't miss the slight look of panic that crossed his features before looking back at his plate.

"That is great news!" May stated being sweet as ever.

"Also MJ has a small part in the Broadway play." Lydia stated wanting to get the attention off of herself.

"It's nothing." MJ could feel her cheeks start to ting pink.

"It's something." Lydia said, proud of her friend.

"It most certainly is!" Julia said. "I'm so proud of you girls." Lydia swore she saw her mom's eyes glisten with tears.

 _This is not what I had planned._ Lydia thought.

"Well gee don't I feel special." Kyle said breaking the awkward silence. _Thank you Kyle._

"I'm not feeling much love either man." Peter stated turning to look at Kyle.

"Oh hush! You are all growing into fine young adults!" May reassured the boys. They all broke out into an awkward bit of laughter, but it was short lived by Julia's next question.

"Oh my god! Lydia what happened to your arm?" The laughter stopped abruptly as everyone's attention was once again on Lydia.

Lydia furrowed her brows and looked down at her arms. Once she spotted what her mom was talking about she self-consciously pulled down the sleeve of her dress to hide the bruise that now marked her skin. As she was doing this she was trying to think of a believable excuse to tell her mom but MJ beat her to the punch.

"She was attacked," MJ stated simply.

"MJ. That's a bit dramatic," Lydia hissed, "I wasn't attacked." She directed this towards her mom, but it was too late, she was already asking MJ her next question.

"What do mean she was _attacked?"_ Her voice was so full of worry it was trembling. Lydia moaned and placed her head in her hands. MJ was slowly chewing her food, gazing between Lydia and Julia trying to gage what to do next. Julia's next statement made that decision for her though.

" _Mary Jane Watson_. You best tell me!" MJ's eyes widened at the use of her full name. She thickly swallowed her food and told the story.

"Lydia was walking home the other day and this guy, um, just attacked her." MJ shrugged hoping this would be enough to satisfy Julia. Before she could say anything more Lydia cut it.

"I'm fine. Nothing happened. It's Thanksgiving! Let's just enjoy this please?" Lydia begged her mom. If there was one thing Lydia hated the most it was attention and right now with everyone's eyes on her it was making her anxious.

"Nothing? _Nothing!_ You are telling me that you getting God knows what done to you is nothing? I knew letting you move out there was a mistake. Why didn't you tell me?" Julia asked her daughter.

 _Because of this situation right here._ Lydia thought but instead said nothing. MJ tried to help her friend out.

"Really she is okay though. Thanks to Spider-Man!" MJ exclaimed. Lydia's eyes widened and she quickly looked over to Peter to see how he reacted to the mention of the masked hero. When she met his eyes though she couldn't read him and in a way that worried her.

Everyone had gone silent and at this MJ took the opportunity to elaborate.

"Yeah, he saved her. Brought her home and everything." MJ nodded rather animatedly. Everyone was silent for a moment and then rather loudly Kyle said,

"You met Spider-Man!" Lydia looked to her brother whose mouth was agape. She quickly nodded and before anyone could ask any more questions she jumped up and exclaimed, "Who wants pie?!" She quickly turned and went to the kitchen thankful for the moment of solitude.

She was just rummaging through the refrigerator looking for the whipped cream when she realized she forgot it.

"Damn it." She grumbled and shut the fridge. She walked back into the dining area with the pies and placed them on the table.

"I forgot whip cream, but I'll run out and get it real quick." She said already making her way towards the front door. Truth be told she just wanted to get out of the house after that conversation.

"You don't need to. It's late Lydia." It was only 9:00 PM. Lydia suspected half the reason Julia was saying this was because of the recent information that she had just learned.

"It's not late and besides we can't have pumpkin pie without whip cream. That's asinine!" Lydia already had her coat and boots on in about zero point five seconds.

Julia rolled her eyes and sighed, seeing there was no changing her mind.

"Fine. But you are NOT going alone!" Julia said pointing a finger at her.

"I don't need a baby sitter. I'll be fine." She was opening the door but stopped when she heard her mom shout her name.

"Peter will go with her. Won't you Peter?" May stated. Peter didn't need to be asked twice as he was already standing up. He was going to volunteer to go anyway but Aunt May had beat him to it. He walked up to Lydia who wasn't able to look him in the eye.

"We'll be back." Lydia said and walked out the door not waiting to see if he was following.

Lydia was thoroughly embarrassed with how things turned out. She had wanted this to be a time were the Parkers could forget the drama of their lives even if it was just for a little bit. Instead they sat witness to some more which Lydia was sure they didn't need.

"Lydia wait up!" Peter said falling into step with Lydia with no problem. She didn't speak or slow her pace.

"What's wrong?" Peter asked genuinely concerned about what was bothering her.

"I'm sorry." Lydia had completely disregarded his question.

"What for?" Peter didn't see what she needed to say sorry for.

"This whole situation! Thanksgiving has been shit let's be honest. Now you have to walk me to the store that's down the street because my mom thinks I'm incapable of taking care of myself." Lydia still wasn't looking at him.

"I just," she shook her head deciding not to finish.

"What?" Peter prompted.

"I just wanted you and May to have a good time is all." She relented.

"What makes you think we aren't?" He asked, at this she looked up at him.

"Are you?" She crossed her arms preparing for his answer.

"It certainly has been interesting." He shrugged. Lydia cracked a smile and gently shook her head.

They were quiet for a few minutes as they walked before Lydia spoke up.

"Your face looks good." She stated and Peter gave her an odd look. Her eyes widened when she realized how the statement could be taken.

"Shit! I'm not hitting on you or anything! That came out wrong! What I meant was your face looks significantly better than it did yesterday." She shut up when she could see that Peter was trying not to laugh. Her face was burning with embarrassment.

"So does my face normally look terrible or something?" Peter teased her.

"What?! No your face looks fine all the time, it's just bruises and scrapes don't really accentuate your best features." She said trying to dig herself out of a hole.

"And what are my best features?" Peter questioned with a slight upturn of his lips. Lydia narrowed her eyes when she realized what he was doing.

"You're teasing me." She stated and at this a full blown smile adored his lips.

"Only just a little." He replied holding up his forefinger and thumb creating a tiny space between them.

Lydia couldn't help the butterflies that had swarmed in the depths of her belly. She hasn't felt this way in a long time, and she had to admit that it was exciting and extremely frightening. It was exciting for the obvious reasons, but it was terrifying because the boy causing these feelings has been through so much. She knew that the wounds Peter had gained were still too fresh for him to even consider jumping into another relationship and really she didn't want to be in a relationship.

 _To complicated but maybe…_

Lydia quickly banished these thoughts, feeling ridiculous for even thinking them. She would be crazy to think that Peter would want anything with her. Plus what would that say about her if she tried to make a move on a boy who just lost his girlfriend, possible future wife, not even six months ago! That would say that she is desperate enough to seduce a boy in his most vulnerable state. She would be disgusted with herself. She was disgusted with herself for even flirting with the idea for just a split second!

The pair grew quiet as they continued to walk to the 24 hour shop, both consumed in their own thoughts. Lydia feeling disgusted and quite sad with herself. Peter was trying to work through a wave of guilt that crashed over him.

He couldn't help what he was feeling. Being in Lydia's presence was addictive, she made him feel happy, well as close to happy as he could get now a day's. At the same time though the happiness brought guilt, its best friend with it. He felt guilty for allowing himself to feel happiness. He felt like in some way he was betraying Gwen. He felt even worse for wanting to spend more time with Lydia. It wasn't even for romantic reasons either, there was no way he was going to subject someone to the things Gwen had to go through, but deep down he was human and he just wanted someone to be there for him. As a friend nothing more. Living a life of solitude can be enough to drive anyone mad, even Spider-Man.

Almost ten minutes later they were walking through the automatic doors of the store. Lydia was making a beeline to the place where the whipped cream was. She was tired of the silence and was hoping Peter would strike up a conversation but of course he was silent. With a sigh she tried to once again to get the ball rolling for a conversation that would last more than a couple of sentences.

"So what have you been up to Parker? Still taking pictures for the Bugle?" She asked walking towards the self-checkout.

Peter scoffed. "Yeah still taking pictures. It's pointless at this rate, Jameson doesn't use any off them."

"You mostly take pictures of Spider-Man right?" She asked with caution.

They were walking out of the store now, whip cream in Lydia's hand.

"Yeah, but J is so hell bent on making Spider-Man out to be a villain he just looks past everything I give him." Peter said putting his hands in his coat pockets to fight off the late November night chill.

"Why don't you just try a different paper?" She asked.

"Tried. Failed." He replied. Lydia nodded.

"What are you doing at Oscorp?" Peter asked and she didn't miss the frigid tone his voice seemed to have taken at the mention of the business.

"I'm interning in the IT department. You know handling files and security things like that." She shrugged. "There's no way in hell I'm doing anything science research related." She said with a laugh.

"You're good with technology?" Peter question. Lydia didn't take offense to it though. Something many people didn't know about her is that she is really good with computers, like insanely good. She can crack anything if she really set her mind to it.

"You could say that." She said with a smirk not wanting to give the full extent of her talent away.

"Anytime I think I've got you pegged you seem to surprise me with something else." Peter said smiling at her.

"You don't know me that well Peter. Yeah we had classes together and we were lab partners but you really don't know _me."_ Lydia explained and this statement really intrigued Peter as he realized just how true it was. He didn't know Lydia. He knew who she portrayed at school but he didn't know what drove her in life. Her interest, her wants, her needs. He didn't know her at all.

"We can change that though," Lydia boldly. Before Peter interpreted those words to mean anything other than what she intended, she explained them.

"We could be friends. Actual friends. You know ones that hang out and get lunch, tell each other our deepest darkest secrets." She nudged his shoulder with her own. Lydia knew she was being quite forward but in a way she didn't care. Something deep inside her was telling her this was supposed to happen.

She looked up to take in Peter's reaction fully bracing herself for rejection. After a few moments he replied.

"Friends? Yeah I can do friends." He said and she smiled up at him.

The amount of happiness that came over Lydia would be hard to describe. She was happy that he agreed to them being friends. She felt like Peter needed someone to be there for him with what he may be going through. It couldn't be healthy for him to have to deal with everything on his own. He needed a friend and if that had to be her then so be it.

Peter was reluctant to agree for a variety of reasons. Honestly he didn't know how close this friendship will become. He was most definitely not telling Lydia his deepest darkest secret as she put it. No way in hell was he going to tell her. He mostly said yes for selfish reasons and he hated himself for that. He wanted to have someone he could talk to. Even if it was about little problems, he needed it. What was the main deciding factor was when he glanced at Lydia's face and he remember how she made him feel. He couldn't quite place what the feeling was but it was _something_ other than the dark feelings he's been having since that night. It was extremely selfish of him to do this to her, it almost felt like he was using her to quench an addiction but in the moment he didn't care. All he cared about was having someone there.

Since he had managed to break _another_ promise of not letting anyone in his life he made another. This was directed toward Lydia though.

 _I will do everything in my power to keep you safe._

And he will. If he was going to risk her safety by being friends with her then he will damn well make sure that she is kept as safe as possible. That includes stop being her friend if it comes down to it.

He has enemies. Ones that know his identity and will use anyone he grows to care about against him.

Peter and Lydia were about half way back to her house when Peter felt the familiar tingling sensation at the base of his neck.

 _You have got to be kidding me._ Peter thought and almost audibly groaned.

Lydia noticed Peter go ridged and she was instantly concerned.

"What's wrong?" Her eyebrows creased.

"Uh I forgot something at the store." Peter stuttered out.

"What did you forget?" She questioned. Peter paused a second to long.

"Dryer sheets!" _Dryer sheets?_ Lydia wondered if most of the interactions they were to have were going to end like this.

"Oh. Well we can go back." Lydia stated and began to walk the way they came. Peter abruptly stopped her by standing in front of her and placing his hands on her shoulders. It reminded Lydia so much of how Spider-Man did the same thing the previous night.

"No! No. It's fine. I'll go and I'll meet you back at your place." He said dropping his hands.

"Peter it's not that big of a deal. I'll come with." She said.

"Its fine, I'll just go," he was already backing away, "besides its cold and you're wearing a dress! You're probably freezing. Go back to your house, it won't take me long."

 _What the fuck? Is he always this weird?_ Lydia thought.

She just shook her head exasperatedly. Peter saw this and tried to further persuade her.

"Your mom is probably worried," he had a point.

"Yeah but me showing up without my babysitter is going to calm her? She made you come with me for a reason." She stood there and jutted out her hip.

"Remember what you said? You don't need a babysitter. You can handle yourself right?" He said using her words against her. Apart of her was happy that he believed that she was able to handle herself and didn't need a chaperone to walk her to the store, but she was also worried about what May and her mom would say if she turned up without him.

Not even 10 minutes into their new found friendship and he already made her want to scream.

"You know what fine, go get your dryer sheets and when you get back and May and my mom yell at you, you're on your own buddy." She said with a smile.

"I'll be fine. I'll see you in a little bit." With that he turned and started a light jog in the opposite direction.

"What the hell did I get myself into?" Lydia question and began the 6 minute walk back to her house.

* * *

Peter has been gone for 45 minutes. May was pacing the floor of their living room. Kyle and MJ were eating pie, and Julia and Lydia were sitting on the couch.

When Lydia had arrived home she was bombarded with questions.

" _Where's Peter?" May had asked._

" _He went back to the store." She replied. Now it was her mother's turn._

" _He left you?" She asked shocked._

" _Not exactly." Which was true._

" _What did he go back for?" May asked embarrassed by Peter's behavior._

" _Dryer sheets." Lydia said feeling ridiculous. May's expression was a look of disbelief. Lydia could hear MJ and Kyle giggling in the kitchen._

" _Dryer sheets?" She questioned mostly to herself. From her tone Lydia suspected this odd behavior of Peter's was common. Lydia nodded though in response to May's question._

" _What does he need dryer sheets for?" Julia asked._

" _Well for laundry I would guess." Lydia said._

After that everyone was quiet, which lead them to this moment. May couldn't sit still as she was worrying about her nephew. In fact everyone was worried. It shouldn't take an hour to get dryer sheets from a store that was only a ten minute walk away. Lydia heard May speaking so she lifted her head in the direction were May was pacing.

"I just don't understand what is wrong with that boy? I understand he has been through a lot I do, but he has been acting so oddly."

"He'll be back." Lydia said trying to reassure her.

Silence fell once again.

Lydia looked at her watch took check the time. _5 past 10._ She was just about to suggest they call the police when they all heard the knob to the front door turn.

Ever so graciously Peter walked through the door, dryer sheets in hand. When he saw everyone in the living room he stopped. Peter's gaze landed directly on Lydia. She raised her brows, she had told him he was on his own with this one.

"Hey everybody." He said.

"Peter Benjamin Parker where have you been?" May asked hands on her hips.

"We were out of dryer sheets." Peter said holding up the orange box.

May made an exasperated sound and shook her head.

"You need to apologize! To Julia for leaving her daughter when she was so kind enough to invite us for Thanksgiving!" Peter nodded and walked up to were Julia was sitting on the couch.

"I am so sorry Ms. Morgenstern. I wasn't thinking. I'm sorry I left Lydia. I really appreciate you inviting my aunt and me for Thanksgiving." He was so sincere that Lydia wouldn't understand how her mom couldn't forgive him.

"It's okay Peter." Julia said. She honestly wasn't angry with him she knew that he would be getting an earful from May when they left.

"We should get going Peter. It's late." May said getting her coat.

"Oh hold on!" Julia exclaimed standing up and darting into the kitchen. When she came back she was balancing about 12 Tupperware containers full of left overs.

"Here!" You can't leave without leftovers." She said.

"Thank you, Julia." May said.

Goodbyes were said. MJ and Kyle hugged May and Peter bye then went to their designated rooms claiming they were exhausted. As Lydia was pulling away from Peter he handed he a white slip of paper and made his way to his Aunts car with the 12 containers.

"Thank you once again. We had a good time." May said then turned and made her way to the car as well.

Lydia and Julia stayed on the porch and waved one final time before Peter and May disappeared down the street.

Once they were in Lydia yawned.

"I'm exhausted. I think I'm going to shower and go to bed." She told her mom.

"Right behind you. Goodnight sweetheart." Her mom said and placed a kiss to Lydia's temple.

"Night." She said and made her way upstairs.

When she got to her room she could clearly see MJ passed out already in the bed. Lydia smiled and grabbed a change of comfortable clothes.

When she got in the bathroom she started the shower. As the water was heating up she took out the note Peter had given her and unfolded it.

In his messy script was a nine digit number and under that it said

 _Sorry for being a shitty friend already._

She smiled and pulled out her phone to put his number in.

Neither Peter nor Lydia knew that this would be the choice that would forever change their lives. Something that was supposed to be so simple will become anything but. From this point forward they will experience love, hurt, anger, and heartbreak in ways they didn't know was possible. It will either break them or make them inseparable.

Authors Note: Chapter Four should be out sometime tomorrow or tonight. Thanks for reading!


	4. Chapter 4

The new found friendship with Peter has been nothing like Lydia's other ones. She had to adjust to his quirks and mannerisms, which he happened to have a lot of.

It has been about three weeks since Thanksgiving, and for the most part things were going well except for Peter's abrupt disappearances. It took some time for Lydia to get used to them. One second they would be in the middle of a conversation over a cup of coffee, and the next Peter was remembering something he had "forgotten" to do. The tasks that he forgot varied from one extreme to the other. One of Lydia's personal favorites was when he said he forgot to walk his dog. All Lydia could do was stare at him with confusion and reminded him he didn't have a dog or any pet for that matter. She thought more often than not if Peter was on some type of drug.

Other than that though the friendship has been great. Peter and Lydia get along exceptionally well. The day after Thanksgiving, she and Peter had gotten ice cream despite it being November. They decided to take it easy, and get to know each other a bit better.

The first day of her internship, which started a week after later, Peter had walked her to Oscorp. He would text her after she got off to see how the day went, and Lydia asked him about his job at the Daily Bugle. She always had an open ear, listening to Peter when he needed to vent about his boss.

Since it has almost been a month since their friendship sparked, Lydia decided that it was time for the next stage.

As he was walking her back to her apartment Lydia took initiative, "You should come over for dinner tonight. I can make lasagna," Lydia said trying to convince him.

"Lasagna? I'll have to think about that," Peter placed a finger to his chin pretending be in deep thought about the situation, "alright, but just because lasagna is involved."

Lydia knocked her shoulder against his, "Jerk."

Peter laughed and said, "Okay maybe seeing you also had influence in making my decision."

By this time they were standing in front of her building. Before going inside Lydia turned and faced Peter,

"Okay come back here," Lydia raised her left hand and looked at the watch on her wrist, "around 7:00 and your lasagna will be waiting for you."

"It better be," he joked, "See you later."

She waved, "Bye."

Peter began walking in the direction of his house.

That conversation has led her to her current predicament, which was to be on all fours with a bucket of soapy water by her side.

Just as Lydia felt the burn of the muscles in her arms from scrubbing so hard, she heard the jingle of keys and the front door unlock.

MJ walked through the door but stopped as soon as she saw the slightly provocative position her friend was in.

"What are you doing?" MJ asked shutting the door. Lydia stood up and wiped a bead of sweat off her forehead before turning to face MJ.

 _Who knew cleaning the floors would be so strenuous._ Lydia thought to herself.

"Peter's coming over and the place needed to be cleaned anyway." Lydia said with a shrug of her shoulders.

"Okay, but are planning to have sex on the floor or something?" This is something MJ has been continuously doing since Lydia started talking to Peter. Making innuendos any chance she got even though Peter was clearly in no state to be in a romantic relationship of any sort, and Lydia did not want to be in a relationship whatsoever.

"No MJ, come on. The floor was dirty, and this is the first time he'll be over so I want the house to look nice is all." Lydia said as she picked up the bucket of dirty water and walked over to the sink. MJ's gaze followed her.

"Do you like Peter?" MJ asked bluntly after a few moments of keeping Lydia in her inspecting gaze.

"Of course I like Peter. He's our friend." Lydia said not turning around, afraid that MJ would be able to see through her.

"That's not what I meant and you know it." MJ said with a sigh. With that statement Lydia did turn around and looked MJ straight in the eye.

"I know what you meant. I'm telling you I just see him as a friend." She then turned back around and focused on the dishes.

"Okay." MJ said skeptically but dropped the subject.

Truth be told Lydia didn't know what she felt for Peter. Getting to know him these past couple of weeks just lit something within her. He made her feel things she didn't know she could feel, and she felt ridiculous for even thinking this because she only just really had gotten to know him. She would also be lying if she said she wasn't attracted to him, so that's what Lydia settled on. It was just attraction nothing more.

"So what are we having?" MJ asked with a smile.

"Homemade lasagna." Lydia said. MJ gave her a confused look.

"You don't know how to cook. What makes you think you have the capability to cook lasagna?" MJ asked.

"You and I know that, but Peter doesn't," Lydia said walking over to the fridge and pulled out a frozen lasagna to show MJ.

"Yeah I don't think I'll be staying for that," MJ looked at the box with disgust.

"Do you think he'll tell the difference?" Lydia asked. MJ gave her a dumbfounded look.

"It's Peter. He'll tell the difference but he won't say anything." MJ said putting her coat on and grabbed her keys.

"Where are you going?" Lydia asked.

"I told you I'm not eating that. I'll just go over to Evan's," Evan was MJ's current flavor of the week. Lydia could count how many times she has met him on one hand, but what little insight those meetings have provided her, Lydia could confidently say that he seems to be a good fit for MJ.

"Okay. More for me and Peter." Lydia smiled.

MJ smiled at her, "Have fun. Don't get to crazy!" She said before exiting through the door she had just walked through a minute ago.

Lydia went over to where she set the box down and began to read the instructions. Just as she was putting the pan in the oven she heard her phone ding from the living room. When she picked it up she saw that it was a text from Peter.

 _Hey! I'm going to be a little late sorry._ It said. Lydia sighed. In all honestly she didn't expect Peter to be on time. He never was.

 _That's okay. Food is still cooking anyway._ Not even ten seconds after she sent the message she could see Peter texting a response.

 _I'll get there as soon as I can. No more than thirty minutes. I promise._

Lydia set the phone down and looked around the small apartment trying to find something to do while she waited for the food and Peter.

Forty five minutes passed when she heard the timer for the lasagna signal that it was done. Lydia got up and made her way into the tiny kitchen. Before she bent down to open the oven she glanced at the clock on the stove.

 _7:36._

With a sigh she put on the oven mits so she wouldn't burn herself. She pulled the dish from the oven and placed it on top of the stove.

Taking off the oven mits with a little more force than necessary she put them back in their drawer. Grabbing the tin foil she cut off a big enough sheet to place over the lasagna so that it could trap the heat ensuring that the food wouldn't get cold.

Lydia walked back into the living room and flipped on the TV. She was halfheartedly paying attention as she was too consumed in her thoughts.

Even though she would never admit it she was fairly aggravated with Peter. Lydia didn't know every aspect of his life. She didn't know what he was doing, or what took up most of his time. Peter tended to be very vague when she would question him about his timeliness, and most of the time it was never a big deal, but tonight she thought it would be different. Lydia squeezed her eyes shut and took in a deep breath.

"Let it go. You aren't in a relationship. There is no reason to be mad." Lydia said.

It was another twenty minutes before she heard a knock at the door.

She got up, but didn't rush to open the door. When she finally did it took everything in her not to gasp. Between taking in what Peter was saying, and processing his appearance it all seemed to be slightly overwhelming.

"I am so sorry! Something came up and I didn't think it was going to take this long. I completely understand if you're mad. I would be mad to, but I promise I'll explain." Peter said bringing his hands up to his chest as if he were praying.

"Food's ready," was her response. She turned on her heel and walked further into the apartment.

She was just pulling plates down when she heard Peter close the door and make his way into the kitchen. Both of them were silent until they had their plates and were sitting on the sofa blankly staring at the TV. The silence was horrible but Lydia refused to be the first to break it.

"Do you want an explanation?" Peter asked finally.

"I don't know Peter. Do I?" Lydia asked hating how bitchy she sounded.

"Do you?" Peter asked. As he did, Lydia looked at his _once again_ bruised face. The main factor playing into her anger was that she was worried. She was so worried about Peter she barely knew how to handle it sometimes. Every other day he would show up with new injures. Some worse than others and he would always give her some lame ass excuse that he knew she did not believe.

"I was mug-" Lydia cut him off before he even had the chance to finish.

"Let me guess? You were mugged? That would make it your eighth time getting mugged in the last three weeks Peter. Stop bullshitting me," Lydia feared that this would be their first fight, and she was the one initiating it.

"What do you want me to say," Peter asked slightly agitated, "Do you want me to make something up?"

"I want the truth!" Lydia exclaimed.

"That _is_ the truth!" Peter replied.

"Peter, it is almost impossible to get mugged as many times as you do!" Lydia turned her whole body to face him, "I don't think anyone could! Even if they tried!"

" _Almost_ impossible, but as you can see it is possible." He was getting defensive.

Taking a deep breath and gearing herself up to ask the question that has been plaguing her mind for weeks, Lydia looked Peter dead in the eye and spoke, "Are you selling drugs?" she asked. The anger dissipating and turning to concern.

"Excuse me?" Peter asked taken aback.

"Are you dealing, or taking? Do you owe someone? I don't know! If you are in trouble Peter you can tell me. I'm really worried about you." As she was saying this Lydia could see the glimmer in Peter's eyes indicating he was about to lose his composure.

"Peter this isn't funny." She insisted trying to convey just how worried she was. Peter had to physically put a fist to his mouth to keep himself from laughing.

"I know, I know! It's just that drugs? Really?" He said bringing his hand back down.

"I don't know! What would you think if you saw me with bruises every other day?" Lydia spoke.

"I would be worried. I understand where your concern is coming from and I appreciate it, but I promise you I am not selling drugs. Or taking drugs for that matter." Peter looked at her in a way she couldn't help but believe him.

"So you're getting mugged. Repeatedly." Lydia stated.

"Yeah." Peter nodded his head.

"Okay. Well learn to be more careful." Lydia wasn't going to press the issue any longer. She still didn't believe Peter. There was no way she could force him to tell her if he didn't want to, but the day he finally does she'll be there for him.

Lydia picked up her half eaten plate of lasagna and attempted to eat the bland slab of mush.

"This is disgusting." Lydia finally said after her fifth bite.

"It's not bad." Peter said taking another bite, but she could clearly see he wasn't enjoying it.

"I didn't make it Peter. It's okay. It's disgusting." Lydia said. Upon hearing that she hadn't made the horrible garbage trying to pass for lasagna Peter quickly set the plate down.

"Thank god. That is pretty bad." He says leaning back into the sofa.

"Want to go get some pizza?"

Pointing to the plates he said, "Anything besides that sounds good."

They both got up and put on their coats before heading out the door.

When they walked out of the building, and the frigid night air hit them Lydia had to suppress a shiver.

"Woah! It's freezing!" She pulled her coat tighter against herself.

"Well it is December." Peter says, smiling and placing his hands into his coat pockets.

"I know! Spring needs to make a return," Lydia cupped her hands so she could blow hot air into them in an attempt to warm up.

Peter shrugged, "I don't know, I kind of like this weather."

Lydia gave him a crazy look, "Really?"

"Yeah it's not too bad."

If Lydia new of Peter's other identity he would have told her he actually preferred the cooler months. Partly because in the warmer ones certain areas of his body got insanely more sweaty, and he had to say it could get extremely uncomfortable.

Lydia looked at Peter and said, "Hey whatever toasts your bagel," Peter let out a laugh, "but I still would love it if it was summer."

Peter and Lydia arrived at the Pizza Palace and were seated almost immediately, "You guys are lucky, you got the best seat in the place," the host said. Lydia looked out the window that gave them the view of the city.

"Thanks," Peter said before the host left and took a seat across from Lydia.

"Feel any warmer?" Peter asked her.

"Yes thankfully," Lydia said a silent prayer to whatever God there is, thanking him for the fact the inside of the restaurant was warm.

"What do you like on your pizza?" Peter asked her kindly.

"Just pepperoni. I know most would say its basic, but I like to call it simple," Lydia smiled. Peter smiled back, and like a bullet train Lydia felt the butterflies make a return. She quickly adverted her gaze and stared at her place mat. The awkward tension in the air was suffocating but luckily the waiter came and asked if they were ready to order.

"Hello my name is Casey and I'll be serving you tonight. Can I start you guys out with something to drink?" Casey asked politely.

Lydia licked her lips trying to get some moisture to return to them. "I'll just have a water please. Peter?" Lydia went back to picking her cuticles.

Peter had absolutely no idea why Lydia would get this way sometimes. Over the past couple of weeks these little moments of uncomfortable silences and fidgets were becoming more and more frequent.

Peter smiled up at Casey and said, "Water for me too."

Casey casted her gaze between the two. Even she could feel the tension. "Alright. Are you ready to order or do you need a few more minutes?"

Peter shook his head, "No, I think we are ready to order. Can we get a medium pepperoni pizza?" As he finished telling her their order, he grabbed the two menus and handed them to Casey.

She grabbed them from Peter's outstretched hand, "Sure thing. I'll be back with your drinks."

Peter smiled and said, "Okay." After Casey walked away, Lydia still couldn't get a control over her emotions. Why was it so hard for her to keep it under control? Lydia could feel Peter's eyes on her.

After about a minute of studying her, Peter asked, "Lydia what's wrong?" At this Lydia raised her head, looked at Peter.

Under the table Lydia's hands were trembling slightly. "Nothing. Just slightly cold is all."

Truthfully Lydia felt warm. So warm that she was actually starting to become very uncomfortable. Just by looking at Peter she knew he didn't believe her.

Peter gave her a knowing look. "You've been doing this thing the past couple of weeks," he stated.

Lydia gave a shaky smile, "What thing?" she asked deciding to play dumb.

"We'll be having a conversation and then all of a sudden you check out," it felt like Peter's gaze was seeing right through her. Lydia had to think of something fast if she wanted to get off this conversation, but there was no way she could tell the truth.

"I've been really stressed with work," this wasn't a complete lie, "I've been working like crazy at Oscorp, and the job at the café is killing me. Then on top of all that I have school! I barely get any sleep anymore. I don't know how I haven't collapsed yet, but somehow I'm still standing up right." As soon as Lydia finished her short tangent Casey came back with their waters.

"Here you two go," Casey set the waters down, and handed each of them a straw.

"Thanks," Peter and Lydia said at the same time.

This caused Casey to chuckle, "First date?" She asked.

Lydia's eyes widened and Peter seemed to have found a new fascination with the table cloth.

"W-what? No! We're just friends," Lydia stuttered.

Casey looked between the two again with a face of slight confusion, "Oh! I'm sorry. It felt like you two were on a date. I mean you could cut the tension with a chainsaw it's so thick."

Lydia was rendered speechless. The only reason why there was any tension was because of her.

"No, we're just friends," _Unfortunately._ Lydia wanted to kick herself with that thought.

"Alright. I'm sorry I assumed," Casey told them.

"That's alright," Peter reassured Casey.

Casey just nodded and said, "Your pizza should be ready sortly," and walked away.

"Well that wasn't awkward," Lydia cringed.

All Peter did was shrug, "You could always quit one of your jobs," he suggested going back to their previous topic. Acting as if what Casey said didn't happen.

Lydia sighed, "I like both of my jobs. It's just that it can be overwhelming."

"Well if you change your mind I say quit Oscorp," Peter said nonchalantly.

This wasn't the first time Peter had told Lydia to quit Oscorp. She knew that he had some issue with the company, but he never went into detail as to why he hated it so much. Lydia just figured that it was because Gwen had worked there, and now that she was gone any sort of reminder of her put a sour taste in Pete's mouth.

"I like my job at Oscorp," Lydia said. Although she understood his dislike for Oscorp it did happen to be Lydia's dream to be able to work there, and she wasn't about to throw that away.

"Sorry. It was only a suggestion. You can do what you want," Peter said deciding to end the conversation there.

Casey came back to their table with the pizza, "Here you two go. Enjoy your meal!"

Peter and Lydia once again said their thanks and began to eat.

Thankfully the two had no more awkward silences or horrible conversation topics for the rest of their meal. They were just finishing up when all of a sudden a terrified look overcame Peter's face. Lydia had barely finished saying his name when he quickly sat up from his seat and reached over the table and grabbed Lydia pulling her to the ground.

As soon as they hit the floor Lydia heard a loud explosion causing her ears to ring. She could feel shards of glass sprinkling her face from the broken window, but most of it was blocked by Peter who was on top of her.

Everything was moving in slow motion. Lydia was petrified, and the fact that she couldn't hear anything didn't help much. She felt like a dear in headlights. Looking around the tiny pizzeria with wide eyes in an attempt to focus on anything that could calm her.

Just as she felt as if she were about to hyperventilate she felt a gentle hand on her chin. That's when she remembered Peter. Looking up at him she saw that his mouth was moving, but she couldn't make out what he was saying.

Everything was moving in slow motion. Lydia couldn't take in anything. What was going on outside the restaurant, not what Peter was trying to tell her. All she knew was something really bad was happening.

What felt like eons she was eventually able to make out what he was saying.

"Lydia? Are you okay?" At first the question sounded fuzzy, but after the third time he had ask her she was able to nod her head yes.

Peter looked relieved, "Okay I need you to go and find a place to hide. I'll be back I promise."

"Where the hell are you going?" Lydia asked dumbfounded.

Peter quickly stood up pulling Lydia up with him. They heard another explosion and a menacing voice say, "Come get me Spider-Man!"

This caused the both to turn their heads to the broken window. Peter began to quickly rush her to the back of the restaurant while explaining where he was going.

"I need to get pictures for the Bugle. Just stay here! I'll come back and get you," He said shoving her into the bathroom.

Lydia could not believe what she was hearing, "Have you lost your mind? All hell is breaking lose and you think it's smart to go and take pictures? Risk your life for a bastard who more than likely will not use your damn photographs?"

Peter was already pulling his camera out of his bag, "I'll be fine. Just stay here okay," and before Lydia could say another word he was shutting the door to the bathroom.

With an aggravated sigh Lydia turned around to see that the tiny space was pretty much full with customers and staff.

"He's crazy. You know that?"

Lydia turned her head in the direction the voice came from. Her eyes met Casey's tear-filled blue ones.

"I know," was all Lydia could respond with, "but all we can do is wait now."

Lydia maneuvered her way through the tiny space crammed with bodies. Trying to find a place to get comfortable to wait until the chaos was over.


	5. Chapter 5

*So long time no update. I am sorry about that I have just been really busy this past year. Started my first year of college, which is now over thankfully, and other events in my life happened that made me completely forget about writing. I temporarily lost my motivation to do anything, but the other day I was thinking about writing and how much I missed it. I am happy to say that it has come back. I should be able to update this story at least once a week, but I am starting a new job so if I'm not able to keep that schedule I am sorry. Anyway hope you enjoy this chapter and sorry for any grammatical mistakes that I missed and didn't fix.

* * *

Lydia couldn't contain her worry anymore. Thirty minutes later and with her nails were now nothing but nubs. She pulled out her cell phone in the hopes of reaching Peter. Sending him a quick message asking him if he was alright she held the phone close to her heart. Lydia couldn't think. The only image gracing her mind was Peter's body, lying bloody on the ground. That thought alone caused her throat to close. Trying with all her might to swallow it down, she shook her head to clear her mind of that horrible image.

Lydia checked her phone praying that she would see the indicator that told her that Peter was typing a response. She wasn't surprised that she saw no such thing. Now the panic really began to set in and tears filled her eyes.

She jumped slightly at the feeling of a hand being placed on her shoulder. Lydia turned to see Casey giving her a concerned look.

"You need to try and calm down," she told her. Lydia nodded and quickly wiped the tears from her eyes before they had the chance to fall. She just couldn't stop thinking about Peter, and how reckless he was being.

"Does your boyfriend have a death wish or something," some guy with a heavy Brooklyn accent asked.

Lydia turned to him and in a quiet voice said, "He's not my boyfriend, and no, he's just very dedicated to his job."

Over the past thirty minutes that thought had crossed Lydia's mind as well. Maybe Peter liked to put himself in dangerous situations in the hopes that maybe something really bad will happen, and he would be able to be with Gwen again. As soon as the thought came to Lydia's mind though she quickly banished it. Peter wasn't like that.

A loud and urgent knock could be heard from the bathroom door. Lydia filled with relief, hoping that it was Peter on the other side of the door. She was quickly met with disappointment as two NYP officers were the ones that walked through the doorway.

"Is anyone hurt?" One of them asked.

"No, we are all fine," an older man responded.

"Alright, good. We need to evacuate you from the area. Now," the other officer said and began to usher the group out. Casey and Lydia were the last two to leave the room.

Just as Lydia was walking by the officer holding the door open for them she couldn't help herself. She turned and asked, "My friend, he's out there taking picture for the Bugle. Have you seen him?"

The officer gave her a look of disbelief and said, "I'm sorry miss, but we have been a little preoccupied to keep a look out for your friend."

Lydia persisted even though she was well aware that the officer was growing annoyed, "Please! He has brown hair, carrying a camera, wearing glasses. I just need to know he's okay!" Lydia grew more frantic.

With a heavy sigh the officer gave Lydia an intense glare, "Miss, we really need to get you all out of here. Now! So please do me a favor and get a move on!"

Lydia shook her head. Growing agitated with the officer for not helping put her mind at ease. Just as she opened her mouth to protest she felt the hand from earlier on her shoulder.

"I know you're worried, but we need to get to safety before you can even begin to think about your friend. I'm sure you getting hurt isn't going to help him much," Lydia turned to look at Casey once more. Reluctantly Lydia followed her.

The group was led by one officer while the other took defense at the back.

The street was in shambles. Buildings were torn apart and fires had started in some of them. Seeing the damage only made the panic within Lydia rise once again. There was no way in hell Peter was going to survive this. She began to scope out the area trying to catch a glimpse of messy brown hair.

To her horror she spotted a body on the ground. Their face was turned away from her but they had messy hair on their head, she couldn't tell what color at the distance she was at, but that wasn't her main concern. What really caught her attention was that they were holding a camera.

Lydia's heart and stomach sank. _No. No, no, no!_ The only thing she could think as she made a run for the lifeless body. She barely heard the protests of the officer and Casey. All that was in focus was that body and her trying to get to it.

Dropping to the ground hard on her knees, there would definitely be bruises, she reached a shaking hand towards the body. With tears streaming down her face she turned the head towards her.

She sighed with relief when she saw that it wasn't Peter, but that relief was short lived as she heard the defining crack of something above her.

Lydia slowly looked to the sky and took a sharp inhale of breath, "Oh fuck," she said as she saw a piece of the building she was by start to crumble off. She tried to make herself move but her brain and legs seemed to have become disconnected. She was frozen to the spot, in shock and fear.

 _So this is it. This is how I'm checking out._ She thought. She was in such a frozen state that she couldn't close her eyes so she was going to have to watch this thing crush her. The corner of the building began to make it's decent down. Ever so slowly Lydia saw the grey block get closer and closer. Finally she was able to clamp her eyes shut and await her death.

Only she never felt the weight hit her from above. Instead she felt something, no rather someone collide into her side rather hard. Lydia opened her eyes and looked to her right, and right into the masked eyes of Spider-Man. Once again she was being saved by the web slinger.

He set her down in an area that was shielded from the chaos.

"Wait right here! I mean it! I'll come back when this is over," and just like that he was gone again. Lydia took in her surroundings. She had to be at least two blocks away from the fight. Lydia pulled out her phone again to check if she received a response from Peter.

She shut her eyes and took a deep breath when she saw there was nothing. Lydia took a step forward fully prepared to head back and look for Peter but stopped. Spider-Man had asked her to stay here and she didn't want to disrespect his wishes. He did save her once again. At the same time could she just stand here, in safety, while Peter was out there? She didn't really think she had a choice in the matter. Both Peter and Spider-Man had told her to stay put and she already ignored one of them and it almost got her killed.

She decided that she would just wait for Spider-Man and ask if he would help her try to locate Peter. She knew that was a serious request to ask, but she couldn't help it. Peter was her friend and she needed to know he was safe by the end of the night. Lydia looked around once again and found a crate to sit on for the rest of her wait.

Almost another hour had passed and no response from Peter. Her nails where now bloody from the constant picking. She didn't know what to do. Once again she felt completely useless. She couldn't hold it in anymore. Lydia finally burst into tears from the constant stress and fear that she may have lost Peter for good.

Just as she was not so gracefully wiping the snot from her nose on her jacket sleeve, she saw a pair of red boots land in front of her. She hesitantly looked up into Spider-Man's eyes.

Lydia was expecting him to say something first but he didn't. She just sat there looking up at him and him looking down at her. His chest was rising and falling heavily as if he were trying to calm himself.

Lydia couldn't take it anymore so she said, "My friend," she didn't get to finish her sentence though because Spider-Man cut her off.

"What the hell were you thinking?" he asked in a rough tone. Lydia was taken aback. Yes he was a superhero and felt responsible to keep the people safe, but the tone he was using seemed too personal.

Lydia looked up at him in shock, "My friend, the one who takes pictures of you, he's out there and I haven't been able to reach him," Lydia could feel a fresh batch of tears enter her eyes. She quickly looked down and wiped them away.

Spider-Man huffed, "So you think running out into danger is the best idea? You really think that's going to help your friend," Slowly but surely it seemed like he was getting angrier by the second. Lydia squinted her eyes at him, not liking how he began to talk down to her.

Sarcasm laced her voice as she responded, "I'm sorry! I didn't know what I do affected you so much! Oh wait! It shouldn't considering we only met once. My friend is out there," she pointed to the general direction of the destruction, "because he had to take pictures of you," she was now pointing at him, "for his asshole of a boss that probably won't even look at them, and he could be dead for all I know," her voice cracked, "so I am not going to apologize that my emotions got the better of me."

Spider-Man sighed in understanding and regained his calm composure, "Look your friend is fine. Got a couple bumps here and there but he's fine. He had to get checked out by a paramedic and he's headed home," he placed his hands on his hips, "and for the record I do care what happens to you. I care what happens to this city and you happen to be a part of it, so caring about you goes hand in hand." Lydia sniffled. Peter was okay and that was all she cared about currently.

"How about I take you home, and tomorrow you can go see your friend," he said. Lydia was already shaking her head when that sentence started.

"No," she sniffled again, "I want to see him now." Spider-Man look up at the midnight sky as she began to resist.

He looked back at her, "Trust me. He's probably wiped out, and just wants to rest. I'm sure you do to." Lydia couldn't deny that she was pretty tired but she still wanted to hear Peter's voice. Just to confirm that he is okay. The more Lydia thought about it though she couldn't help but remember Peter telling her he would come right back. Instead he went home. Was he not worried about her at all? She was sitting here crying, and almost got smashed like an ant under her shoe for him, but he just went home?

Spider-Man saw the look of anger pass her features and couldn't help but ask, "Is everything okay?"

Lydia gave a sarcastic laugh, "I'm sitting here balling my eyes out, worried sick and he went home," she shook her head in disbelief and looked up at Spider-Man, "just bizarre." From his body language it looked as if he was starting to panic.

"He was worried about you too," he said trying to disprove her thoughts, "he was asking the paramedic if he could go find you but they told him he needed to go home and let the adults handle it. Trust me he wanted to find you."

Lydia still didn't believe him and he could clearly see that, "I was actually going to stop by his house to let him know you're fine after I dropped you off, so the sooner we go the sooner he'll know you are alright," he said in an upbeat tone and stuck his hand out for Lydia to take.

Lydia took it, "I sent him a text. He could've responded."

They took off, "His phone is probably dead. I'm sure he would have gotten back to you if he had the chance."

"Yeah," she said halfheartedly.

The rest of the trip back to Lydia's apartment was silent, and honestly she doesn't remember most of the trip as she was lost in her own thoughts. She was slightly surprised when her feet hit the sidewalk in front of her apartment building. Spider-Man gently placed her in front of him.

"Alright now, don't go getting yourself into too much trouble," he said in a playful tone, pointing a finger at her, "I don't want to have to save you again for at least another two weeks," Lydia couldn't help the small smile that formed on her lips.

"Okay, I'm going to go tell your friend you are safe and sound, back at your apartment, and go get some sleep myself," he said.

She smiled, "I thought superheroes don't sleep?"

He faked being taken aback with an over dramatic sigh, "Of course we do! That's how we keep our good looks," he joked.

Lydia chuckled, "Alright, go tell Peter I'm okay. Even though it's fully his responsibility to make sure of that."

Spider-Man swallowed. This was not good, "I'm sure you'll get a response sooner than you think."

"We'll see," Lydia sighed, "goodnight."

"Night," he waved.

Lydia turned and made her way into her apartment. As she crawled into bed she checked her phone one more time. Still nothing. She set her phone off silent mode just in case of the chance that if he did decide to respond to her, she would hear the alert. Lydia tried to stay awake but slowly the heavy feeling of sleep overcame her eyelids and they shut on their own accord. Sleep quickly washed over Lydia's body.

* * *

Peter stumbled through his window, the suit already half off.

"Shit, shit, shit," he spoke to himself as he reached for his phone. This was not good. Earlier he could see the look of uncertainty cross Lydia's features. Peter knew that the constant disappearances were hard on her at times, and that it made her question whether or not he even wanted to be her friend.

Little does she know that he wants too so bad, and that these past weeks have been the best he's had since Gwen died. Lydia had a way of making him forget about all the shit he has to put up with. She made him laugh and smile. Overall she just made him happy.

Because she makes him happy he has to do what he can to keep her safe. When he saw her run out into the chaos he couldn't control the pit that formed in his stomach. After making sure she was safe was when he felt the anger rise within him. Why didn't she listen to him? He had told her that he would come back for her, but then he couldn't. Well he couldn't come find her as Peter Parker. He had to come to her as Spider-Man, the side that he is trying to protect her from.

Now she probably thinks he is the biggest asshole to ever walk the earth. He needed to fix this. Even though they had only been friends for a short while he was slowly becoming more and more attached to her and he didn't want to lose her too.

Peter checked his messages. Three were from Lydia.

 _Hey, I think you should come back. It's not safe._

 _Peter? Are you okay? I'm really worried._

" _Peter please answer me. I don't know what to do and I'm freaking out._

Peter quickly began to type a response as he kicked off the rest of his suit.

 _Hey! I'm really sorry I didn't get back to you earlier. I fell and bumped my head pretty hard and the ambulance sent me home. I'm really glad you are okay, and sorry again. Want to get coffee tomorrow?_

He hit send and threw the phone on the bed. He wanted to write a paragraph explaining what was going on and how sorry he was, but that would involve explaining the other half of his life. He couldn't subject that to her.

Peter made his way to the bathroom and splashed his face with cold water. He wouldn't be surprised if Lydia didn't want to talk to him again. He was complicated, with the constant disappearances and half ass excuses.

Peter laid down in his bed hoping that she will accept his apology. It was selfish of him but he wanted her in his life. Peter set his phone by his head in case he would get a response.

* * *

Lydia had woken up early that morning and the first thing she did was check her phone for a text. Pathetic she knew, but at the same time she couldn't stop herself. It felt as if a weight had lifted off her shoulders when she saw that she had one message and it was from Peter.

When she finished reading it annoyance bubbled deep within her. Why she felt this way she didn't know. Maybe it was the fact that he went back to acting like everything was fine, or maybe the length of the text itself didn't satisfy her. She was unsure of what was going on. Lydia was more embarrassed about what she did next. She set her phone down and began to get ready for the day. Purposefully not responding to Peter.

Lydia knew this action was petty, but at the same time she was still hurt. For what she didn't know. It wasn't Peter's fault that the ambulance sent him home, but at the same time she wanted him to feel like how she did while she was waiting for a response from him.

After a shower she came to the conclusion why she was so upset with him. It was because he put himself in danger all for an idiot who could give a shit about him. Once again Peter had caused her such stress. She just wanted him to be safe that's it, but he keeps throwing himself into trouble.

Breakfast was mostly silent. MJ and Lydia had the day off so they had decided to just have a girl's day. Just as they were finishing an episode of _Friends_ MJ turned to Lydia.

"Want to go to the gym with me," she asked.

Lydia looked at her and gave her an expression of disgust. It wasn't that Lydia was opposed to going to the gym, but she had an active night and she just wanted to relax and eat ice cream while watching sitcoms.

MJ took in her reaction and began to beg, "Please! I hate going by myself, plus it's always so much more bearable when you have a workout buddy," at this point MJ had her hands clasped over her heart.

Lydia sighed, "Let me get changed, "she stood and stretched. MJ clapped at her victory of convincing Lydia to tag along.

Lydia walked into her room and grabbed the phone that still laid on her bed. Peter was being typical Peter and waiting till she wanted to talk and he didn't send her anymore texts. A part of her was disappointed.

MJ was just finishing tying her shoes when Lydia walked out of her room. They both grabbed their keys and began to head towards the door. Lydia unlocked her phone and clicked on Peter's name. She had decided the petty attitude was ridiculous and she began to type a response as MJ went on about what they could do at the gym.

Just as MJ opened their front door they were met with a somewhat shocked Peter with his hand raised mid knock.

He and Lydia locked eyes and just as he opened his mouth to speak Lydia went up to him and hugged him tightly. This was the first time she had given him a hug since thanksgiving. The force she had used slightly made him stagger but he quickly wrapped his arms around her. When they let go he looked down at her.

"So am I forgiven for being a shit friend," he asked seriously.

Lydia looked up at him, "I'm not mad Peter," she paused, "well maybe a little. Just don't make me worry like that again please."

Peter nodded his head, "I'll try. I really am sorry."

Lydia looked at him, "I know Peter."

MJ had stood there watching the exchange with furrowed eyebrows.

Peter and Lydia looked at her when she spoke, both temporarily forgetting she was there, "Did I miss something," MJ asked the two.

Lydia had refrained from telling MJ what happened last night just because she didn't want to have to hear MJ obsess over the fact that Spider-Man once again saved her useless ass. Lydia knew she was going to have to tell her eventually but she had hoped it didn't have to be this soon.

"Uh," Lydia began, "you know how the inner city was attacked last night?"

MJ nodded, signaling for her to continue.

Lydia sighed and quickly explained, "Well Peter and I were there, and we got split up. He decided to go and be reckless," she turned to look at Peter for a second then looked back at MJ, "and take pictures for his asshole of a boss, and I was being ushered to safety by police and we didn't have a chance to find each other. I was worried sick and not getting a response from Peter, well not until late last night and I was slightly mad at him," she looked back at Peter, "but we are good now," she assured him. He smiled with relief.

MJ looked like she was ready to blow a gasket, "You waited till now to tell me?" Lydia was flinched at the tone she used. MJ upon first glance wasn't threatening with her only being five foot three, but when she was mad you best stay out of her way.

"I didn't want you to worry, we're both fine," Lydia assured her.

MJ scoffed, "Didn't want me to worry? It doesn't matter if you told me last night or tomorrow! I'm still going to worry," she paused, "wait how you did you get home?"

Lydia looked to her feet, "Spider-Man," she mumbled.

MJ rose her arms and smacked her hands against her thighs in disbelief, "Unbelievable. You and I have a lot to talk about missy," she said and grabbed Lydia's hand and turned to Peter, "Bye Peter."

Peter spoke up before they began walking, "Where are you going?"

They stopped, "To the gym," MJ told him.

"I'll text you when we are done. Then we can meet up for coffee or something," Lydia told him.

Peter nodded his head as a response and Lydia smiled before continuing down the hallway.

Lydia could talk to Peter about what happened last night later, but first she had to deal with MJ.


	6. Chapter 6

"I still don't understand why you didn't just tell me what happened this morning," MJ asked from the treadmill beside Lydia. They were now in the cool down portion of their workout and taking up a brisk walk on the mechanical track.

"I told you. I didn't want you to worry even more about me. I know you already do enough. Especially after the whole alley way incident that happened a month ago," Lydia told her redheaded spitfire.

MJ stared at her before saying, "You talked about Peter being reckless, but you did the same thing! Running out into the middle of danger."

Lydia turned off her treadmill and stepped to the side, "I know it was stupid. Trust me Spider-Man made that crystal clear. I won't be running out into the middle of battle anytime soon. I was just worried about Peter."

They began to walk towards the water fountains to refill their bottles.

"I know you are worried about Peter. I see the way you look at him," MJ said after taking a sip from her now full bottle.

"What do you mean?" Lydia asked taking a drink herself.

MJ gave her a knowing look, "Come on. Ever since you guys started hanging out I've caught you giving him your wounded puppy look. Peter is a grown man and has been through a lot. You don't have to baby him. Trust me."

Lydia got slightly defensive, "What wounded puppy look are you referring to? Of course I'll get upset when he's upset. That's what friends do. It's no different than us."

MJ laughed, "Yeah but the difference is you don't want to sleep with me."

Lydia shook her head and gave a heavy sigh. She grabbed MJ by the arm to turn her around to look at her.

Lydia loved MJ, she did, but she was quickly growing tired of these quips that she liked to throw her way about Peter.

The friends stood on the sidewalk facing each other as passersby moved around them.

"I really would like it if you would stop implying that I have feelings for Peter. We are friends that's it," Lydia tried to reassure MJ, and quite possibly herself.

MJ just shook her head not believing Lydia for a second, "Please Lydia. You are only fooling yourself. You've had a crush on Peter since elementary school. You can say all you want that it you're over it but you both know you would be lying."

Lydia began to walk towards their apartment once more, but before she got too far ahead she said, "I don't have a crush on Peter for the last time."

MJ quickly followed after her, "What's the big deal if you do? You're human! You are allowed to want to be with someone."

Lydia tried her best to ignore her but MJ took her silence as an opportunity to continue, "You haven't even looked at another guy since you met Peter and that was ten years ago! You are nineteen, almost twenty! Ten years is a long time to have a crush on someone. You have shown Peter more affection than you showed Michael what's his face throughout the entirety of your relationship," MJ ranted.

Lydia shut her eyes for a brief second, "Michael Holloway," she said to remind her friend of her ex-boyfriend.

MJ rolled her eyes, "Whatever, not relevant to the conversation. What I'm trying to say is that you never got over Peter Parker and it is so annoying standing here in the sidelines watching you deny your feelings."

They had reached their building and Lydia just decided the best thing to do was ignore the conversation all together. She began to make the ascent up the stairs to their apartment. What did MJ know about her relationship with Peter? Close to nothing that's what. She was barely around when they hung out. She was either out auditioning for some role or with Evan. MJ was only making assumptions by what she occasionally saw, she hasn't fully experience Lydia and Peter's friendship as a whole because she was never around.

She and MJ had walked into their apartment before MJ decided to press further, "Are you going to deny it?"

Lydia shrugged and set her keys on the end table by the door, "It's useless to say anything but what you want to believe so I'm just going to let you think what you want to."

"God you are being impossible Lydia," MJ rolled her eyes, "Just tell me! It's not like I'm going to tell Peter," she was beginning to get just as aggravated as Lydia.

"MJ, I don't like Peter like that! We are friends that's it, so can we please drop the issue and move on," Lydia asked desperately hoping that they wouldn't fight. Especially about a boy. The whole situation made Lydia want to bang her head against the wall.

MJ shook her head, "I don't believe you," she said with a shrug.

Lydia huffed with anger, "I don't do relationships MJ, and you know that. This is the last time I'm saying it so drop it."

"You can't be alone your whole life Lydia. You are going to need someone that isn't me,"

Lydia cut her off, "I don't need to have male acceptance at all times like you MJ. I'm not the one with daddy issues!" As soon as the words left her mouth she regretted them. Tears filled Lydia's eyes as she saw the hurt cross MJ's features.

MJ gave a low grunt as if the words physically hurt her, "wow," she whispered and wiped the unshed tears from her eyes.

Lydia began to move towards her and reached her hand out to touch MJ, but MJ quickly moved out of her reach.

"MJ," Lydia stuttered and sniffled, she hated herself for what she had said, "I didn't mean it. I was being stupid and an ass. I swear I didn't mean anything I said," she tried to move towards her best friend again only for MJ to back away further.

"Don't touch me right now Lydia," MJ spoke, "you meant it. Stop bullshitting me. Just stop," MJ quickly spun on her heal and made her way towards her bedroom. Just as she opened the door Lydia called out to her friend.

"MJ," she said but her only response was the sound of the bedroom door slamming shut.

Lydia sat down on the couch and let the tears that formed right after she said those hurtful words fall. How could she do that? She knew how sensitive MJ was, yet she said that anyway. Quickly standing Lydia practically ran towards the front door. She grabbed her keys and cell and rushed out of the apartment as if it was on fire. She knew what she was doing was cowardly, but she couldn't bare looking at MJ right now. Not after what she said.

She knew she had one person to go to and her phone was already to her ear as she waited for them to pick up.

"Hey Lydia," she heard Peters voice on the other end and a feeling of calm washed over her.

Lydia's voice was thick, but she managed to keep composure, "Hey Pete, is it alright if I come over?"

Peter hesitated and she could hear fumbling from his end, "Uh sure. Do you want me to come pick you up?"

Lydia was already on her way to the subway, "No that's alright. I'll be at your place in twenty minutes."

Peter could already tell something was wrong, "Okay. I'll be waiting here."

"See you in a bit," Lydia said and hung up.

She sat on the subway and stared blankly at the window in front of her. All she kept doing was replaying what she said to her best friend over and over in her head. With each passing minute she began to hate herself even more.

* * *

No more than ten seconds after she knocked on Peter's front door she was greeted with his face.

"Is everything okay," he asked as she walked in.

Lydia shook her head, "I'm a fucking bitch."

Peter was slightly taken aback by that statement. He tilted his head to the side and furrowed his brows and stared at her for a second.

"W-why do you say that," he asked scratching the back of his neck. Peter certainly didn't think she was a bitch, so he was at a loss as to why she made such a bold claim about herself.

"I said some horrible things to MJ, and I wish I can take it back," Peter saw tears begin to form in her eyes.

Peter didn't handle crying girls well at all, and he quickly tried to form solutions in his head to try and prevent Lydia from bursting into tears on his aunt's couch

"Did you apologize," he asked taking a seat next to her.

Lydia nodded, "She didn't want to hear it, which is understandable because I said some pretty shitty things."

"Alright," Peter said, "you guys have been best friends since kindergarten. I'm sure you'll work it out. What did you say exactly?" He didn't think what she said could be that bad.

Lydia looked at the coffee table. Her face full of shame, "I told her that she couldn't survive without male attention and that she had daddy issues."

Peter pursed his lips and released the air from his lungs, "Yeah that's horrible," he wasn't going to lie to her. They both knew that MJ had issues with her father and that any subject relating to him was a sore spot.

"Why did you say that anyway," Peter questioned her. He seemed to hold no judgement as he tried to learn about the situation. Lydia felt like telling him that she deserved any judgement that he wanted to give her. She deserved it.

"We were fighting," Peter had guessed that as soon as she told him what she had said. He just didn't know what they could be fighting about to have pushed Lydia to say something like that.

"About," Peter tried to push on.

"It was about boy stuff, so stupid I know. It still doesn't excuse what I did. You should have saw the look on her face Peter. She was so horribly hurt, and it was because of my stupid ass," Lydia told him.

"Yeah, that may not have been the best thing to say," Peter wasn't going to lie. What Lydia said was harsh, but no one was perfect including her. She and MJ had been friends for so long there was no doubt in his mind that they would make up in no time.

Lydia practically slammed her face into her hands right after she heard Peter's comment and she let out a soft groan. Peter placed a hand on her upper back, "I highly doubt she won't forgive you. You just need to give her a few hours to blow off some steam," he said surely.

Lydia picked up her head and looked towards Peter, "You're probably right," she paused, "as always," she added.

The two shared a smile.

"So, do I even want to know about this "boy stuff" you guys were arguing about." Peter questioned curiously. There may even be a part of him wishing that he was the boy in question, but thoughts of Gwen quickly flooded through him, and he tried his best to push that thought in far depths of his mind.

Lydia rolled her eyes at the question, "It was dumb and not even worth talking about," she told him firmly so he would get the point that she really didn't want to relive the conversation, especially with him.

Peter not being one to pry took the hint and changed the topic, "You can stay for dinner if you want. Aunt May should be home in an hour or so. She's making her famous spaghetti and meat balls," he said with forced enthusiasm.

"I'd like that," Lydia told him.

A serious expression graced Peter's face. He had been trying to think of the best way to bring up last night all throughout the morning and no way seemed to be right. He felt extremely bad for not being able to see Lydia last night. Well he felt horrible for not being able to talk to her as Peter.

"About last night," he began but was cut off by Lydia's hand that was now over his mouth.

"I'm just glad you're safe. Honestly that's all I cared about and that's why I was so angry," she said removing her hand. She could still feel the ghost of his lips in the palm of her hand. She began to try and rub it away.

Peter could understand where Lydia was coming from. He had experienced the same thing with Gwen. He could even recall a few times that he had showed up at Gwen's for some late night patch up's and she had been furious with tears streaming down her face. He knew why she was so upset. They loved each other so much that just the thought of one of them getting severely injured broke them. Who knew that it would be Gwen that met the fate she was so petrified of Peter meeting.

"Are you okay," Lydia's brows furrowed. She could instantly tell the mood in the room changed. Peter was staring blankly ahead of himself and when he heard her voice he tried to shake the memories from his head.

He gave a sharp nod, "I'm fine," he barely mumbled out. Lydia knew he was anything but fine. He was just saying the words in an attempt to put her at ease but only he didn't know the attempt fell flat.

"I'm glad you're safe too," he told her after a second.

Lydia could feel the familiar heat of blood rushing to her cheeks. She attempted to slyly hide her face and force herself to get a grip.

 _What the hell is going on with me?_ She asked herself. All this time she held her ground about not having feelings for Peter but after one argument she was now second guessing herself?

Lydia decided that she need to quickly diverge from the situation and pray that she would calm down.

She faced Peter with a smile that was slightly too big, "so what do you want to do till May shows up and blesses us with her wonderful noodles and balls," she wanted to run off the nearest cliff.

 _Noodles and Balls? Who the hell says that? Right me! Lydia the dumbass!_ She mentally slapped herself.

Peter gave her and odd look, "Well I promised that I would clean up a little. You can sit here and watch a movie if you want or read a," Peter stopped as Lydia jumped out of her place on the couch.

"Perfect," she said a little loudly, "I love cleaning! Really clears the mind you know," she turned and made her way to the kitchen that was currently littered with dirty dishes.

Peter stared at her from the couch. He wanted to know why she was acting so weird but at the same time he was scared to know. He could make a pretty good guess about what was causing her to act so awkward at times. He wasn't afraid of knowing. He was afraid what he would do if their thoughts were spoken out loud.

Peter decided that they were best left unspoken. He got up and went to the kitchen where Lydia was currently scrubbing away at a plate with hardened meat loaf on it.

"You don't have to clean our dishes Lydia," he reached and tried to grab the disgusting plate from her hands but she quickly moved out of his reach.

"It's fine. I really don't mind. Plus on the bright side the house will get cleaner faster if two take it on," she began to work on the dried meatloaf once more.

Peter wasn't even going to try and convince her not to do what she wanted. He knew her mind was set and nothing he said was going to change it. Peter walked over to the far side of the kitchen where his laptop sat.

"You know what they say," Lydia looked over when he spoke, "you can't effectively clean without some great music to listen to," he said and opened a playlist. It was the one he and Gwen had made late one night and ever since then Peter listened to it constantly. A sad smile passed over his lips as he remembered.

Lydia let out a laugh dragging Peter back to reality, "Snow Patrol?"

"Hey! What's wrong with Snow Patrol," he made sure to keep his tone light so that she would know he was joking.

Lydia held her hands up in surrender, "Nothing! I just took you as a trap music kind of guy."

Thirty minutes later and the kitchen was more so of a mess than it was to begin with. The determination to clean slowly drifted from Peter and Lydia's mind as the time went by. They were now spending their time dancing around the kitchen and singing off key to Peter's playlist. Somewhere in the mix they had gotten into a water fight, so the floor was covered in shallow soapy puddles.

Peter was once again reminded why he made the choice to let Lydia into his life. As the two sung and danced around his tiny kitchen he was able to forget all the bad that happened in the past year. Lydia managed to bring some light back into his life and he was quickly growing addicted to it. He slowly drifted into silence and stood by the sink watching his friend in awe.

Lydia twirled around causing her loose athletic top to swirl around her and exposed a sliver of her midriff. The braid that her golden blonde hair was in was messily coming undone and for the first time Peter let himself acknowledge how beautiful she was. She wasn't beautiful in regards to socialite sense of beauty. They would say she was not fit enough, not graceful enough, poke at her insecurities, but Peter didn't care about any of that. She was beautiful to him.

He told himself that he was going to let him feel this just this once as he watched her dance and sing horribly off key in his dirty kitchen. It didn't last long though because Lydia soon realized that the only ear piercing voice that could be heard was hers. She stopped dancing and looked over to Peter and saw him staring.

"Everything okay," she walked over to him.

Peter looked intently to the floor and cleared his throat. He brought a hand to the back of his neck and scratched, "Yeah," he told her. Lydia could swear she saw his cheeks tinge pink. That was new. Normally she was the one blushing.

Lydia choose to ignore it and she took Peter's hands into her own and began to dance once again, "Well then come on," just as she was taking a step back her heel had landed in a puddle of soapy water.

Peter's hands were already around Lydia's waist in a firm grip. In the process of preventing her from falling he had somehow pulled her closer to him, so now they were only an inch or two apart.

"Thank you," Lydia said airily. The close proximity was a little intense for her.

Although it was intense neither one made an attempt to move. Their eyes were locked and slowly Peter's eyes trailed down to her lips. The music and everything else in the room seemed so distant. Lydia shortly followed suit and mimicked Peter but she forced herself to look back up. He was still staring at her lips and Lydia didn't know what to do. Finally his eyes were able to move back up her face. Lydia opened her mouth to speak but nothing came out. Peter's eyes drifted back down to her lips and she did the same.

In this moment it was just the two of them moving in closer. Lydia's heart was beating so fast she thought it was going to burst out of her chest. Her head was screaming at her to stop but for the second night in a row she had no control of her body. It was as if Peter had a magnetic charge on her and he was pulling her in against her will. Although is it really against her will if she wanted him to kiss her?

Just as their lips were a centimeter apart the front door burst open. Peter, who was pulled out of his haze at the sudden arrival of a third party, was across to the other side of the room in the blink of an eye.

Lydia's eyes were wide with surprise, she was at a loss as to what happened just a moment ago. She tried to catch Peter's eye but he refused to look up from the puddle on the floor he was transfixed on. The same puddle Lydia had slipped in.

Aunt May rounded the corner with grocery bags in hand and saw the state the kitchen was in, "Sweet heavens! I said clean the kitchen Peter, not make more of a mess," she looked and saw the two young adults. It didn't take her long to pick up on the awkward atmosphere.

"Oh, Lydia it's so good to see you! It's been too long," May said pulling her into a hug after setting the bags down.

"You too," she said sincerely wrapping her arms around May's tiny waist.

After they pulled apart May glanced at her nephew for a second.

"So are you staying for dinner," May asked her with an excited smile.

Lydia swallowed and looked from her to Peter who was still staring at the puddle, "I think so," she said with uncertainty.

"Great, let me get started on the meatballs," May began to unload the bags.

Peter hadn't said anything. Lydia tried to read him but she was coming up blank.

"Either help me Peter or get out of my workspace," May playfully poked fun at her nephew.

Peter gave his aunt a forced smile, "Sorry Aunt May," he said and quickly excused himself and practically ran up the stairs.

May watched him make a mad dash before turning to Lydia for answers. All she could do was offer a shrug. Lydia was just as shocked about what almost happened as Peter was.

Lydia didn't even want to think about talking to Peter right now, and she was sure he was feeling the same way.

Instead she looked for another distraction and walked over to May, "Need any help?"


	7. Chapter 7

Peter didn't leave his room until he was notified by May that dinner was ready. As he waited he sat in silence and tried to make sense about what he almost did.

He was going to kiss Lydia.

In that moment Peter was going to throw all caution to the wind. He was so tired of feeling alone and he just wanted some form of human contact.

Lydia standing so close to him didn't help much either. From the window above the kitchen sink the setting sun's rays basked half her face in a warm glow. It only helped illuminate her features. The slightly red tinge in her hair was more prominent and her eyes seemed even more blue thanks to the close proximity their faces were at. Her lashes fell in shadows across the tops of her cheekbones giving her an alluring look.

Just like that Peter began to lean in. He was thankful for Aunt May's arrival as it pulled him out of the trance Lydia held him in. As soon as he comprehended what he almost did all he could think about was Gwen. He could practically feel her standing next to him, but he knew she wasn't there in the physical sense.

He knew Gwen wouldn't be angry with him, in fact she probably would want him to be happy, but he just couldn't allow that. Bad things always happened to the people he cared about.

Peter removed himself as quickly from the room as possible and prayed that Lydia wouldn't follow him. He needed time to clear his head.

When he reached his room he went straight for his desks top drawer. He grabbed the last picture of Gwen he had taken before she died. He sat on his bed with the picture in the palm of his hand.

"I don't know what to do," he said to the picture Gwen.

He knew what she would say to him if she were here. Gwen would tell him to do what would make him happy, and that he should move on. She was gone and she wasn't coming back. She would say that she has been gone for almost six months now, and holding on to this grief wasn't healthy for Peter at all. Peter couldn't help it though. He loved her so much and everyday she wasn't here just reminded him how incomplete his life is going to be. Or at least that is what Peter currently thought.

That's why he loved spending time with Lydia so much. She took his mind off of everything and he needed that. He needed that to survive otherwise he would just be stricken with grief at all times. He would have a better chance at dying from sorrow versus the green goblin. Peter knew he had to move on eventually, but he wasn't ready to just yet. Maybe if Lydia wanted to stick around maybe one day they could give it a shot.

Peter groaned at his thought and banged his head against his wall.

Even if Peter wanted to possibly pursue something with Lydia he knew the repercussions that could follow. He had told himself the night of Thanksgiving that nothing would come out of this for her safety and he intended to keep his word. After all the last time he went back on it the girl he loved payed for it with her life.

Peter laid on his bed staring at the ceiling until he heard his name being called from the bottom of the stairs. He didn't know if Lydia had gone home, half of him wished she did just so that he wouldn't have to face her. No such luck for him because as he turned the corner to the kitchen he saw Lydia setting the table.

 _Damn it,_ he thought.

Lydia raised her eyes from the plate she was placing down and looked right at Peter. He could tell that she was trying to keep calm but she wasn't succeeding. Lydia, whose cheeks were flushed, took a deep breath and became much more fascinated with the utensils she was setting on the table.

Peter walked the rest of the way into the kitchen and up to Aunt May giving her a quick peck on the cheek.

"Hey Aunt May," he started, "sorry about earlier. I wasn't feeling well."

Lydia felt a slight jab at the comment. Was he truly disgusted with the fact that he almost kissed her?

May at this point was used to his odd behavior and just said, "That's alright. Help yourself to what you want."

After they had all taken a seat at the table Aunt May attempted to start a conversation.

"So Lydia how has the internship going," she twirled her fork in her plate of spaghetti.

Lydia made sure to chew her food before answering, "It's going good," she told her honestly.

"Your mom mentioned that you are in the IT department," May took a sip of water.

Lydia nodded and took a sip of water herself. She caught a quick glimpse of Peter to see if he had any reaction about this conversation. It appeared he was too preoccupied with his plate of food.

"So what do you do?" May asked genuinely interested.

"I keep track of important files, and other information that's in Oscorp's system. Also if something goes wrong within the system we are in charge of trying to fix whatever their issue is. Whether it be a virus or if someone is trying to hack us," Lydia explained.

Aunt May nodded her head, "Sounds like a great deal of responsibility and slightly risky if you ask me," she said.

Lydia furrowed her brows at the comment, "How so?"

"Well I feel Oscorp would have to be extremely careful who they hire. You have all the access to their important files correct? With how people are now in this day and era for all you know they may hire someone who would try and bring the company down," May stated.

Lydia had never thought of that before. She couldn't imagine a whistleblower making their way into the company. In general it's very hard to get a job or internship there and the head of Oscorp, which happened to be Harry Osborn had the final say in who was allowed to work there. Lydia really couldn't imagine that happening. The system is very highly protected and even if someone attempted to send out private information the police would be there before they even had the chance to.

"Everything is extremely protected, even from employees. If anyone even attempted to give someone access to information from the outside we would be severely punished. I don't think anyone would be willing to risk that, and if they did they would be a fool," Lydia told May.

"Well anything is possible dear," May said.

Lydia couldn't argue with that. Anything truly is possible.

"Do you two have any plans for the night," May asked shortly after.

Lydia focused her attention on Peter, "I'm not sure. Do we Peter," she asked curious as to what he was going to say.

Peter looked directly at Lydia for the first time since their almost kiss. Lydia raised her eyebrows slightly as if to show that she was indeed challenging him.

Peter shrugged. Lydia tried her best to hide the disappointed look that crossed her face.

"Why don't you guys go see a movie," May suggested with enthusiasm.

Lydia didn't say anything. She wanted Peter to answer this one.

Peter shook his head, "I don't know about that. I have some homework that I need to finish," he looked to Lydia, "and I think Lydia and MJ need to resolve an issue back at their apartment."

Peter didn't have to say what he wanted to directly. Lydia knew exactly what he was trying to get across to her. She heard it loud and clear. He didn't want to be around her right now.

She gave a short nod and tried to finish the rest of her pasta.

"Oh what issue," May asked her concerned.

Lydia turned to her, "Um it's nothing major, just issues with our Wi-Fi."

"I'm sure if anyone can fix that it's you," May told her confidently.

"Hopefully," Lydia said focusing her attention on her almost empty plate of food.

The rest of dinner went by with almost little to no conversation. Peter barely contributed so it was mostly just Lydia and May making small talk. She was sure by the end of dinner May had figured something was off between the two young adults, but May being respectful of privacy didn't push the issue.

Lydia had stayed after dinner to help May clean the dishes and put the leftovers away. By the time they finished it was a quarter to eight o'clock.

"Thank you for having me May, dinner was really good," Lydia gave her a hug.

"Anytime dear. You are always welcome in our home," Lydia wanted to comment but she held it in.

May placed a hand on Lydia's shoulder and lowered her voice so Peter who sat on the living room couch wouldn't hear what she was about to say.

"Lydia sweetie, I just wanted to say thank you for coming into Peter's life. There was a good time within those months," May had to pause, "well you know what happened. I was so scared for him. I had never seen him so broken, and I still see it, but not as much since you have been here. He actually seems happier now. Just thank you for bringing pieces of my boy back," By the time May finished she had tears in her eyes.

Lydia was truly moved by May's words. She didn't think that she had that much influence over Peter but if May could see a difference then to Lydia that made their friendship that much more worth it. She didn't know what is to become of it after today with their almost kiss happening, but Lydia wouldn't be the one to walk away from her friend. Peter would be the one making that choice.

Lydia pulled May in for another hug, "There's no need to say thank you May. Peter means a lot to me and I'll always be here for him," she said and pulled away.

Lydia began to talk in normal tones now that the conversation was over, "I really need to get going now. Thank you once again," she said and began to walk into the living room to try and say bye to Peter. She honestly wanted to get out of their just as much as he wanted her to. They would talk about what happened earlier when they both had time to think about it.

Lydia stood next to the couch. She didn't know if she should lean down to hug him or touch his shoulder. Peter wasn't making any moves to stand up so she just settled on standing by the arm of the couch.

"Bye Peter, see you later" she said more so as a question because she genuinely didn't know if he even wanted to see her after all this.

Peter looked up from the TV, "Yeah, let me walk you out," he stood and gently placed a hand on the small of her back.

When they reached the front door Lydia turned, "Do you want to talk about what happened earlier," she asked him.

Peter shook his head, "Not right now," he reached behind her and opened the door, "You should probably go. It's getting late."

Lydia nodded her head and walked out the front door but before he closed it she turned once again, "Just text me when you are ready to talk."

He nodded, "Goodnight Lydia and be careful," with that he shut the door.

As Lydia walked to the subway she couldn't help but feel a stinging in her chest from Peter's short responses. He hadn't acted so distant from her well since they first started spending time together. This wasn't even her fault! He was the one who attempted to kiss her. Deep down though Lydia knew he wasn't upset with her, but rather he was upset with himself.

All the way home Lydia kept replaying their almost kiss in her head. She didn't want to admit but if they actually had kissed she would be the farthest thing from mad. In that moment she wanted him to kiss her. She wanted that more than anything, but in the end she was glad they didn't. A kiss would have complicated everything, and she didn't want that. She liked the way they were now as friends and nothing more. At least that's what she decided to keep telling herself and maybe it would become true.

Lydia made it to her apartment in what felt like no time. Before even walking into the building she took a deep breath and tried to give herself a pep talk. When she felt like she had a good enough talk with herself only then did she make her way into the apartment.

Taking another deep breath with her key in the lock she prepared herself for whatever was on the other side of the door.

When she walked in she could see MJ sitting on the couch with a pizza box in front of her. She didn't even acknowledge Lydia's presence and she didn't expect her to.

"MJ can we talk," she began and took a seat on the opposite side of the couch. MJ didn't take her eyes away from the stupid reality tv show she was watching.

Lydia tried again, "I'm really sorry MJ," her voice began to wobble, "I don't know why I said what I said, but I didn't mean any of it. You such a strong person who is independent and doesn't need validation from anyone. I was stupid to even try and accuse you of otherwise," MJ still hadn't looked at her but her head was tilted which Lydia took as an indication that she was listening so she continued, "and maybe I lashed out because I'm afraid. Afraid that there's some truth in what you say about what I feel towards Peter," MJ was looking at her now.

Lydia wiped away tears that were falling down her face. She cried because she knew how badly she hurt her friend all because she didn't want to admit to her feelings. She cried because she was admitting to those feelings and with everything in her she wished she didn't feel the way she did, but Peter almost kissing her now solidified what she wanted but didn't want at the same time. She thought that maybe if she acknowledge the feelings that were there would make it easier on her not to act on them and make them go away.

"Okay, okay," MJ finally said. "I forgive you," Lydia was on the other side of the couch in a split second and pulled MJ into a hard hug.

When they pulled apart Lydia noticed that she was still crying as she could see the tear drops on MJ's grey sweatshirt.

"Sorry," Lydia sniffled.

MJ looked her over, "Why are you crying anyway?"

Lydia shrugged, "I told you. I'm upset that I hurt you and I'm scared that you're right."

"Look I know that I may be pushy with the whole Pydia issue," Lydia was confused at the use of the word 'Pydia'.

"Who's Pydia?" MJ rolled her eyes at Lydia's question as if the answer was obvious.

"Your and Peter's couple name," she elaborated and Lydia had to suppress a gag, "but with that said if it makes you upset I'll stop bringing it up," MJ finished.

Lydia started picking at her already raw cuticles, "Peter almost kissed me today," she mumbles.

MJ sat up completely straight at the new information, "What!" she practically yelled.

Lydia sighed, "Yeah."

"Well what stopped him," MJ was completely invested in this conversation now.

Lydia laid back on the couch, "May showed up. It was so weird MJ. One second we were laughing and dancing. The next it's like nothing else mattered. He was so focused and then he started leaning in. Next thing I know he's across the room and May is in the kitchen doorway."

MJ couldn't help the grin that spread across her face, "Did you want him to kiss you?"

Lydia paused, "No," MJ just looked at her, "maybe," MJ tilted her head to the side.

Lydia let out a heavy sigh, "I don't know," she settled on that for an answer.

"I think you did," MJ stated.

"It doesn't matter because nothing is going to come out of it," Lydia sat back up.

MJ audibly groaned and leaned her head on the back of the couch.

"Why not?" she asked pulling her head back up.

"Because I like where Peter and I are now. Being friends is great I don't want to complicate things. For all I know he may not even want to be in a relationship either. After all Gwen's only been gone for a short while," Lydia tried to explain.

MJ couldn't believe the excuse Lydia was trying to sell, "Most people don't try and kiss people they don't want to have a relationship with, and sadly Gwen has almost been gone for half a year! God rest her soul," MJ looked up in the direction towards the heavens, "It's healthy for him to go on with his life. Gwen would want that and everyone knows that. What did Peter say?"

"About?" Lydia asked.

MJ smacked her hands on the sofa cushion, "About almost kissing you!"

Lydia shrugged, "Nothing. All three of us had a slightly awkward dinner together. I helped May clean up while Peter ran into the living room. After we finished I said my goodbyes and Peter walked me to the door. I asked if he wanted to talk about it and he said not really, so I just told him to text me when he wanted to. He said goodnight and shut the door in my face," Lydia still was upset about that.

MJ sucked in air through her teeth, "Ouch."

"Yeah," Lydia nodded.

MJ pursed her lips, "Maybe he is scared just like you. He could be scared to move on just like how you are scared that if you allow yourself to be with him he'll hurt you by leaving like your dad did."

The color drained from Lydia's face at the mention of her dad, "What?" she asked.

A sad smiled graced MJ's lips, "Come on Lydia. You and I know what you are afraid of the most."

Lydia's voice just above a whisper asked, "What am I afraid of most?"

MJ placed a hand on Lydia's knee, "That you'll end up with someone like your dad. I can tell you this with complete honesty. Peter is not that someone."

For what seemed like the hundredth time that day Lydia could feel her eyes fill with tears. She closed her eyes and took a deep breath and willed them back.

"Well it has been a long and emotional day," Lydia smiled, "I think I'm going to go to bed. Besides I have to make it to Oscorp early in the morning. Rumor has it Harry is coming in to observe our department and I want to make a good impression." Lydia said standing.

MJ gave her a smile, "Okay. Well if you need to talk or anything I'll be in the room next to you."

"Alright," Lydia turned and made her way to her bedroom.

She was glad that she hadn't worn any makeup today as that made her night time routine go by quickly. All she had to do was put on PJ's, wash her face and brush her teeth.

When Lydia got comfortable in bed she replayed all of today's events in order. As she began to drift off the only thing she hoped was that her and Peters friendship wasn't ruined.


	8. Chapter 8

Lydia had checked her phone all morning hoping that Peter had sent her something, but to her disappointment he didn't.

Right after she got out of the shower the first thing she did was grab her phone and look. Nothing. As soon as she got done getting ready she checked again. Still nothing. She even kept checking her phone every five minutes on the subway ride to Oscorp. She saw no indication that he was even typing a message. She had to admit that the waiting was driving her insane. She needed to know what he was thinking but she wanted him to come to her when he was ready.

Lydia sat in her cubicle at Oscorp. Her eyes trained on her phone screen as her left hand tapped a beat on the desk. She hated to admit that she barely got any work done as her mind was preoccupied with the hurricane known as Peter Parker.

Lydia sighed in defeat and grabbed the phone with one hand and simultaneously opened her desk drawer with the other. She chucked the phone into the back and quickly shut the drawer and happily sighed.

"There. The distraction is out of sight and out of mind. Now let's get some work done," she said to herself and focused on the task at hand.

She had to type in her log in into the computer to unlock it as it had timed out. Lydia went about her business organizing files and other documents that needed to be updated. She was about an hour into it when she noticed a file that caught her attention. Now normally some files would catch her attention but this one was different. Most of the other titles sounded boring and uninteresting but not this one.

"Project Ares," Lydia mumbled to herself and moved her cursor over the icon.

Lydia had never seen this before. With a name like that she was sure she would remember it. Now her curiosity was peaked. Her finger hovered over the left button on the mouse. Oscorp had strictly forbid them from looking at files unless they were told otherwise. Now if she happened to take a peak no one would know with her accessing it from the building, and the other members in the department wouldn't be notified unless she tried to send the file to someone outside of Oscorp. On the other had if she was somehow caught she could get in some serious trouble.

Lydia took a deep breath and tried to weigh her options. In the end curiosity won this battle.

She was just about to open the file when she heard a voice say, "Hello," the voice was like silk, and caused her to jump making her hand hit the mouse causing the cursor to move off the icon.

"Sorry. Didn't mean to startle you. You just looked to be in a serious train of thought," Lydia looked up to see none other than Harry Osborn standing in the doorway of her cubical.

Lydia's mouth became dry and her hands sweaty. She normally could keep her composure well but this was the boss man who decided to come and speak to her. The same boss who could have just caught her opening a file she wasn't supposed to be looking at.

"Sorry Mr. Osborn. I didn't see you there," she tried to moisten her mouth, "how may I help you?"

Harry smiled and walked into her cubical and took a seat in the chair on the other side of her desk.

"Please," he started, "call me Harry. Mr. Osborn reminds me of my father."

Lydia nodded at his request. She couldn't help but feel intimidated by him. Maybe it was the authority he held or possibly the way he was looking at her with his ocean blue eyes. Lydia felt like he was taking her all in. Studying her somehow.

"Harry, how may I help you," she asked again her voice sounding more normal.

"You don't need to help me at all," he said and Lydia furrowed her forehead in confusion.

"Um alright, I don't want this to sound rude, but why exactly are you here. I'm not exactly the most important in this department. I'm just an intern after all," she felt herself blush at how informal she sounded.

Harry chuckled at herself deprecating comment.

"That's where you're wrong Ms. Moore," Lydia felt her eyes slightly widen at the use of her last name coming from his mouth.

"What do you mean," she asked.

Harry leaned back in the chair and looked at her through his side fringe. For some reason it made Lydia's skin crawl.

"Head of IT said that you are the best intern he has had in years. Also said you can almost crack any code, virus, or whatever other things you guys do. He also mentioned that you could write them. Some of the greatest he's seen," Harry told her. She knew she was good at what she does but she didn't think she was that good. She most certainly didn't think the head of the department was praising her either. Especially to Harry Osborn.

Lydia became very bashful and couldn't hold his intense gaze anymore. She glanced at the pictures she had on her desk. Most were pictures of her family and MJ. Only recently did she add a picture of her and Peter. She remembered that day. She had to practically beg him to take the picture.

"Thank you, that was nice of Mr. Martin to say, but I can assure you I'm not the best," she glanced up at Harry once again.

Harry stood from his seat, "He was quite adamant about you," he began to observe her tiny space. First he glanced at the multiple sticky notes worth of notes on her wall. The kitten calendar she had gotten to remind her what day of the week it was when she became so busy she started forgetting. Currently the calendar marked twelve days away from Christmas and that reminded her that she and MJ needed to do their last minute Christmas shopping very soon. By last minute Lydia meant almost all.

Her eyes were trained on Harry as he walked around. Eventually he found his way back to the chair.

"I would like to offer you a full time job here at Oscorp," the smile plastered on his face said that he believed that this would be the best offer Lydia would ever receive in her life.

Her mouth fell open in shock upon hearing his offer. She tried to compose herself as best she could and shut her mouth attempting to act professional.

"Are you serious," she asked and wanted to kick herself.

 _So much for acting professional._

Harry's smile widened, "Deadly," he leaned forward and grabbed one of the photos of her, MJ, Kyle, and her mom, "who's the redhead? Your sister?"

Lydia shook her head, "My best friend. Mary Jane Watson," she told him.

"She's cute," he said and set the picture down, "so what do you say about my offer," he asked as he picked up another photo. This one happened to be the picture of her and Peter.

Lydia could have sworn she saw a brief look of disgust cross Harry's face when he saw it. It was less than a second though and her eyes could have been playing tricks on her for all she knew.

Lydia was speechless. She couldn't believe this was happening. This has been her dream since she was a kid and now here she was. Only about a month into her internship and she was being offered a fulltime job from Harry Osborn himself.

"Yes, I would love to have a job here. It would be a dream come true" she told him enthusiastically and he set the picture of her and Peter back down on the desk. She couldn't wait to tell MJ and Peter, even though she didn't exactly know if Peter would share her same enthusiasm about the situation that she did. He already didn't like her interning here.

That same confident smile returned to his face. "Great," he said.

"Come to my office tomorrow morning at noon," he told her and rose from his chair.

"What, I thought I was just an IT member" Lydia was confused. She thought she had a job as a fulltime IT member. Meeting with Harry seemed a little unusual. Normally the only time anyone from this department had to meet with him was if they blocked a virus, and they need to go notify him about it.

Harry nodded, "You are, but there's going to be some extra stuff that I'm going to need you to do, so I'm most likely going to have you close most of the time. Coming all the way down here is a little bit of a hassle. Don't you think?"

"So I'm going to be like your secretary?" she didn't want to sound like she didn't appreciate him reaching out to her and giving her a job, but she wanted to do what she did best and that was not running around being Harry's lapdog.

Harry chuckled at her comment. "No you aren't going to be my secretary. I have someone for that. You'll see what I need you for," he tried to sound flirtatious and it may have worked on other girls. To Lydia though it only made her uncomfortable. She swallowed her discomfort down though and returned the smile.

"Alright, I'll see you tomorrow then Mr. Osborn, uh Harry," she quickly corrected herself.

Harry smirked and looked her up and down slowly. Lydia had to try not to grimace. She didn't expect to feel this way in the presence of Harry Osborn. She thought the awestruck feeling would last a couple more days but instead he just had a way of making her feel uncomfortable. Just the aura he presented himself in made him seem to have so many unresolved demons within himself and she didn't like that.

"I want you to go home for the day Ms. Moore," Lydia still had an hour left but she wasn't going to argue. If she got to go home early she wasn't going to complain. Lydia logged off her computer and slipped on her camel colored pea coat, black knit hat and gloves to protect her from the December snow.

She grabbed her phone from the desk drawer before slipping her purse over her shoulder. Walking around her desk Lydia stretched her hand out towards Harry.

"I'll see you tomorrow then Harry," she said again and smiled, "and thank you once again for the job."

Harry grabbed her hand and shook, "Trust me when I say I look forward to working with you," he held her hand for a moment too long. Lydia nodded in response.

"Me too," she told him honestly. Despite how he made her feel it was an honor to be able to work directly with the owner of Oscorp.

"Enjoy the rest of your evening," Harry told her before walking out of her cubical.

Lydia walked out of the building and was immediately met with the cold brisk wind. Snowflakes had already began to collect in her lashes so she ducked her head to shield her eyes from the white fluff. All the way home she had a smile plastered to her face, happy for once that her hard work had paid off and now the owner of the company wanted to work with her directly. She was nervous but mostly excited to see what her new job entailed.

She couldn't wait to share the news with her family and friends. Well at this point it may just be MJ if Peter never got back to her.

Lydia tried her hardest to not let the thought of Peter ruin her good mood but she couldn't help but remember that he hadn't spoken to her yet. She grabbed her phone out of her coat pocket and checked again for what felt like the thousandth time that morning.

Seven days. Peter hasn't contacted her seven whole days. By the third she had relented and sent him a text asking if everything was alright and she got no response. By the fifth she was so angry that she tried to convince herself that she could carless if he got back to her or not. She was going to take his silence as him saying that he never wants to speak to her again.

The night she was offered her job she had immediately told MJ about the news. MJ squealed with happiness for her friend and gave her a big hug. She also declared that they were going to have a girl's night and go out on the town. MJ made sure not to mention Peter as she knew what was going on between them.

Lydia politely declined the offer because she had to be at her best tomorrow, but told her friend that they would definitely celebrate during the weekend.

After Lydia told MJ she called her mom and Kyle to tell them the news. They both said that they were so proud of her and that this Christmas they wouldn't just be celebrating Christ's birthday but also her big achievement. Lydia tried to assure her mom that she didn't need to do that but her mom insisted. One thing is for certain when Julia's mind is made up there is no changing it. Lydia was sure she got her stubbornness from her mom.

The next day when Lydia met with Harry she was expecting him to have her do some daunting task but he had said he just wanted to get to know her better since they would be working with each other the majority of the time. He mostly asked her personal questions about herself which at times would make her uneasy but she pushed through. Anytime when she asked him a question he would smoothly avoid it in a roundabout way and turn it into a question about herself.

The rest of the week was relatively calm. She moved all the items from her cubical into her new office that was conveniently attached to Harry's. After that was done Harry had her organize and write specific protection codes for newer files that no one except a few departments knew about, and now her. One of them happened to be 'Project Ares'.

Before she even began touching these files Harry had made it a point to inform her that under any circumstance she was not allowed to go through them until she was told otherwise. He also informed her that everything she was dealing with was confidential and the ones who had to know about the information already did, and she was now one of them. Her only job was to make sure everything was protected.

She also remembered the feeling of unease that creeped into her belly as Harry had walked around her desk and turned her chair so that she was sitting in front of him. She could feel her skin rise with chicken flesh despite wearing a thick knit turtle neck and slim slacks. He leaned over her with that smirk he probably deemed as sexy and told her that she also shouldn't mention what she was doing to anyone except those who were already aware of the projects. That meant she couldn't tell family or friends. Lydia told him of course she wouldn't tell anyone and she meant it. She did want to keep her job.

She was relieved when he left the room. It almost felt as if she could finally breathe clean air. Lydia didn't want to insult her boss. Harry for the most part didn't make her uncomfortable, it was actually very rare when he did. The only time when she would feel that way was when he tried to use his looks and flirt with her to get his point across. She didn't like that at all. He really only had to tell her normally and she would listen. She didn't understand why he had to go about telling her some things a completely different way than other information. Lydia just told herself that she was going to have to get over it.

Christmas was now just five days away. Harry had decided to give her the week off. He said it was one of the perks working for him. He could let her have a vacation whenever he or she wanted. Lydia was appreciative of the gesture because she still had to find everyone other than MJ Christmas presents. She didn't have time with how busy she was working at Oscorp and picking up shifts every once in a while at the coffee house for a little extra money.

MJ was in the same situation trying to find presents for her family, and by family MJ meant whatever for her dad. She would probably just stay with him until he was passed out drunk and then go to her real family. Which happened to be Lydia, Julia, and Kyle. MJ had also mentioned wanted to get something for May and Peter. Lydia knew MJ was just saying that to see what she would say.

She and Lydia were now walking around Times Square, walking in and out of various stores trying to pick the perfect presents for their friends and family.

"Do you think your mom would like this," MJ asked holding up a bright fuchsia sweater.

"Um," Lydia hesitated.

MJ looked back to the sweater, "It's ugly isn't it."

Lydia scrunched her nose and nodded.

MJ sighed in defeat, "I don't know what to get her."

"I already told you we can just give her one present and say it's from the both of us. I mean we are doing it for Kyle," Lydia said holding up the bag that held his new computer game.

"I know, but I feel like I should get her something separate. You know after all she's done for me I feel like I owe her," MJ told Lydia as they continued to walk the store.

"MJ she has told you a million times that you owe her nothing. You're like her second daughter, she doesn't care if we get her something together or if you get her nothing at all," Lydia tried to reassure her.

"Awe I'm touched," MJ said slightly sarcastically but Lydia knew that the love her mom had for her meant a lot.

MJ groaned, "I still have to find a present for Peter and May! I don't know what to get them. Maybe some type of home appliance. A crockpot maybe?"

Lydia shrugged, "I don't know. A crockpot sounds good."

MJ decided now was the time to test the waters, "So speaking of Peter. You still haven't heard from him."

Lydia shook her head, "Not a word."

MJ furrowed her brows, "He didn't answer your text?"

"Not at all," Lydia sighed trying not to get herself to upset. She was going to pretend she just didn't care what Peter did. Maybe then it will be easier to deal with this rejection.

"Well damn," MJ sighed as well, "I didn't think he would be the type to just ignore a friend."

"Well neither did I," Lydia said shuffling through a rack of half clearance sweaters.

"What are you going to do if your mom decides to invite them over again? Are you going to have a present to give them?" MJ asked seriously.

"I'll be civil, and you and I could always say that the present you give them is from the both of us," Lydia gave her friend a big smile.

MJ rolled her eyes, "You say that now but you and I both know you are going to end up giving them your own present. You're just upset with Peter right now."

Lydia looked at MJ in defeat. She knew that MJ was right. In fact she had already got a present for Peter. She had ordered him some new lenses for his camera the day after she had gotten the job at Oscorp. She was actually expecting them to arrive in the mail tomorrow.

"Your right," she admitted, "I actually already got Peter his present, but the crockpot is a good idea for May with her always being at the hospital now, she could cook slow meals and have it be ready by the time she got home. We could split the cost," Lydia told a smiling MJ.

Lydia rolled her eyes, "What?"

"What did you get Peter?" she asked and they began walking again.

"Did you not hear what I said about May's present, or did you tune that out as soon as you heard Peters name?" Lydia asked her.

"Yeah, yeah. Crockpot we'll get it," she said with a dismissive wave of her hand, "I want to know what you got Peter."

"Fine," Lydia held her hands up in surrender, "I got him a couple of lenses for his camera."

MJ smiled, "That's sweet,"

Lydia gently nudged her shoulder, "Hush," she said with a smile but that smiled slowly faded as she looked straight ahead.

Lydia was never one to believe in sayings or clichés, but she couldn't think of a more perfect saying. When you speak of the devil he shall arrive. Lydia stopped dead in her tracks and MJ took a second to notice.

"What?" she asked and looked in the direction Lydia was staring at, "oh, what do you want to do? We could turn around," MJ tried to come up with a solution for her friend.

Lydia shook her head and continued forward. MJ not wanted to get in the middle of what was about to transpire quickly said to Lydia's back, "I'll just stay here and continue trying to find a present for your mom," MJ turned and ducked into the throws of clothing, and basically trying to hide and spy at the same time.

As Lydia walked up to Peter she wanted to be fierce. She was going to demand for an answer as to why he hadn't talked to her for a week.

Peter looked up from the necklace he was holding. He could feel the familiar tingling sensation at the base of his neck but this time it was different. He couldn't sense danger around. No this was entirely something else.

When Lydia reached him though she tapped his shoulder to get his attention. He turned around rather slowly and his big brown doe eyes landed on her. Her resolve quickly crumbled and instead of saying something sassy she opted for, "Hey! Long time no talk stranger. What's been going on?"

Lydia saw the tips of Peter's ears tinge pink and she just smiled.

"Hi Lydia," Peter swallowed. He did not want to do this right now. Hell he didn't want to do this at all that's why he had been avoiding her all week like some kind of chicken shit.

"So why haven't you talked to me at all this week," Lydia pressed feeling the anger rise in her.

Peter looked to the floor guiltily. She was clearly upset and he was the one causing it. Because he was going to do something stupid and then decided to avoid her because of his stupidity.

"I'm sorry. I was busy," this wasn't technically a lie. He was busy fighting crime and trying to figure out Harry's next big move.

Lydia scoffed at his response, "That's funny. I've been busy to Peter but you wouldn't know that because you wouldn't talk to me. I tried reaching out but you just keep avoiding me." Lydia didn't even want to know what they looked like to people passing by. They probably assumed they were a couple arguing about something stupid and Lydia hated that. She hated the fact the he had this much of an effect on her. She would definitely get upset if MJ was deliberately ignoring her there's no doubt about that, but this was different.

Peter was avoiding her because he didn't want to talk about the fact that he almost kissed her, which wasn't her fault.

Peter nodded, "I'm sorry," he said again.

Lydia was quickly growing more and more annoyed.

"I just find it funny that you have somehow found a way to be upset with me when you were the one going in for a kiss," she pointed an accusing finger at him, "it's not fair to me. I didn't do anything wrong, and ignoring me like you are is just mean," she added.

Peter looked up at her, "I know and I'm sorry. You're right it was completely my fault. I don't know what came over me. A lapse of judgement," that stung Lydia thought, "whatever it was can we just forget about it and go back to how things were. I miss you and I mean that," Peter really did mean that as well.

Lydia shook her head trying to stay strong but with him staring at her with those eyes made it so incredibly hard.

"Peter can we talk about what happened," Lydia tried asking.

"Can we just forget it happened? It meant nothing," once again Lydia felt a jab in her chest and Peter could see that what he said hurt her. He wanted to kick himself but this was for the best.

"I like being friends but I don't think it's going to turn into anything else," Peter said trying to convince the both of them.

"You shouldn't go around trying to kiss the people you want to just be friends with," Lydia said lowly.

"I know and I'm sorry it won't happen again. I don't know what happened but it won't happen again. I also won't avoid you anymore okay. I'm sorry."

The last sorry Peter spoke seemed to hold so much more weight than the others. He wasn't just apologizing for avoiding her. He was apologizing for giving her false hope. He was apologizing for getting her involved in his life and not being one hundred percent honest about who he was. He was apologizing for all the half assed excuses he gave her. Most of all he was apologizing for the future of hurt he was going to indefinitely bring her.

Lydia nodded in understanding, "Okay," she said.

"Can we go back to how things were a week ago," Peter asked hopefully.

"Yeah," Lydia said even though the both of them knew that going back to what they were before was going to be near impossible, but they could try.

"I have to finish finding a present for Aunt May," Peter told but chose to withhold the fact that he was also looking for Lydia as well. The only one he managed to find something for was MJ.

Lydia looked past him to the jewelry display. She saw a very pretty ring. It was simple with a thin silver band with a small opal gem in the middle.

"You should get her that," she said pointing to the ring, "It's simple yet beautiful at the same time. A lot like May," Lydia suggested with a smile.

Peter looked at the ring and gave a small smile.

"Thanks for the suggestion, I'll keep it in mind. I'm clueless about jewelry anyway," Peter told her.

"No problem," Lydia started to move back and away towards where MJ was hiding, "I'll see you later?" she asked hoping when he answered he would mean it this time.

"Yeah, Christmas I believe," Peter wrung his hands trying to give them something to do.

Lydia stopped, "You guys are coming over?"

"Yeah," he grabbed the back of his neck, "Your mom invited us and May really wants to see you again," he chuckled.

"Oh okay! Well I'll see you then. Anyway I got to go find MJ. We need to finish Christmas shopping as well."

Peter glanced over to where he could see MJ looking at them from behind a clothes rack. Once she saw him catch her she quickly pretending to be fascinated by some ugly sweater with puffs all over it.

"Well something tells me you aren't going to have to look very far," he teased.

Lydia laughed and looked to her left where MJ was, "You're probably right."

Peter smiled, "Aren't I always."

Lydia rolled her eyes with a stupid grin plastered to her face, "Oh shut it. I'll see you later Parker."

"You too," he said as Lydia waved goodbye and walk towards MJ. He could see MJ dip and turn her head to ask Lydia a question. He could have sworn he saw Lydia mouth we'll talk about it later. Peter made sure they rounded the corner before turning back to the jewelry counter.

He grabbed the necklace he was looking at previously before Lydia came and confronted him. He set Aunt May's present on the counter and called over the lady behind the counter.

"Excuse me," he waved her over. She approached him with a flirtatious smile.

"Hey sugar, how can I help you" she asked and Peter had to try his hardest not to grimace at the use of the pet name.

Peter pointed to the ring Lydia had showed him only minutes ago.

"Would it be possible for me to buy that," he asked reaching for his wallet.

A look of disappointment crossed the women's face, "Of course" she said reaching down to grab the ring and a box to put it in.

As she was ringing Peter up she asked, "So who's the lucky lady getting the ring?"

Peter inserted his card, "Just a friend." The lady's eyebrows rose with doubt.

"Just a friend?" she asked while handing him his bag.

Peter nodded, "Just a friend, enjoy the rest of your day."

"You too," she told him. As he was walking away he could he overheard hear her say under her breath about him being in denial.

Maybe that was true Peter thought. At the same time it didn't change the fact that nothing could happen between them even if they wanted to.


End file.
